2005 - 11-07-05 Regular Meeting - Laserfiche WebLink

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0 BGOK GO PEGE 6IR WHEREAS, in April of 2005, CAP and FAS voluntarily surrendered all of the CAP Collateral, the FAS Collateral and the CAP-FAS Guaranty Collateral to RBC for purposes of liquidation and application of the proceeds toward satisfaction of indebtedness to RBC; WHEREAS, despite ongoing liquidation efforts, the indebtedness to RBC on the CAP Loan and the FAS Loan has not been fully satisfied as of the execution of this Agreement; WHEREAS, RBC is informed and believes that at least some portion of the CAP Collateral, the FAS Collateral and the CAP-FAS Guaranty Collateral remains on the Boone Trail Property, and RBC desires to continue liquidating said Collateral in order to reduce the CAP Loan and the FAS Loan indebtedness; WHEREAS, Lee County asserts that CAP owes it $28,219.86 as of July 28, 2005 for personal property taxes due or to become clue for 2003, 2004 and 2005 (the "Tax Claim"), as shown on the tax statements attached hereto as Exhibit A; WHEREAS, in or around June of 2005, Lee County was prepared to levy on the personal property located on the Boone Trail Property in an effort by Lee County to satisfy the Tax Claim, but Lee County refrained from levy in accordance with an agreement reached with RBC, a copy of which is attached hereto as Exhibit B; WHEREAS, RBC and Lee County have each concluded that, despite their belief in the validity of their respective positions and competing interests or potential interests in the personal property located on the Boone Trail Property, they are willing to enter into this Settlement Agreement and Release to avoid the further expense, inconvenience and burden of protracted negotiations or litigation, and the distraction and diversion of their personnel and resources, and thereby to put to rest this controversy; NONE', THEREFORE, for certain good and valuable consideration as further described herein, and in consideration of the foregoing, and in consideration of the mutual covenants and promises hereinafter set forth, the receipt, adequacy and sufficiency of which is hereby acknowledged, it is hereby agreed by the Parties as follows: L RBC and Lee County agree that they shall treat the foregoing recital paragraphs beginning with "WHEREAS" as binding stipulations of fact. 2. RBC and Lee County agree that, except as stipulated above, nothing herein shall be deemed or construed to be an admission or evidence of any liability of RBC or Lee County. 3. From the proceeds of its Collateral as described above, RBC agrees to release and pay to Lee County and Lee County agrees to accept Ten Thousand and No/100 Dollars U.S. ($10,000.00) in full satisfaction of Lee County's Tax Claim against CAP (the "Settlement Payment"). This amount shall be tendered to Lee County by RBC within fifteen (15) business days of the full execution of this Agreement by all parties. 4. Except for the above-described Settlement Payment and all other obligations arising from this Agreement, Lee County, and any and all of its past, present or future agents, 2