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<br />8.
<br />
<br />9.
<br />
<br />Bonsai represents, warrants and certifies under penalty of perjury that it has
<br />authority to enter into and grant the settlement herein given, including, but not
<br />limited to, any and all releases and/or quitclaim deeds, and that it owns the
<br />business conducted on the subject property and holds title to the lease, the
<br />sublease(s), if any, and the leasehold improvements, fixtures and equipment,
<br />and that no document has been signed by or on behalf of Bonsai for the purpose
<br />of creating any lien, encumbrance or security interest, or assignment, transfer, or
<br />any relinquishment of its interest in any lease, machinery, fixtures and/or
<br />equipment and/or leasehold improvements.
<br />
<br />The parties further agree that the settlement sum payable under this Agreement
<br />shall be used to discharge any obligations which are liens upon the property, up
<br />to and including the total amount of unpaid principal and interest on note(s)
<br />secured by mortgage(s) or deed(s) of trust, if any, including all liens,
<br />assessments, encumbrances, delinquent or non-delinquent taxes, judgments and
<br />all other amounts due and payable, including penalties, if any, in accordance with
<br />the terms and conditions of said trust deed(s) or mortgage(s) and/or liens,
<br />judgments and shall, upon demand(s), be made payable to the mortgagee(s) or
<br />beneficiary(s) or other person or entity entitled thereunder; said mortgagee(s)
<br />and beneficiary(s) r other person or entity to furnish the City with good and
<br />sufficient receipt showing said monies credited against the indebtedness secured
<br />by said mortgage(s) or deed(s) of trust or liens, or judgments.
<br />
<br />10.
<br />
<br />In consideration of this Agreement, Bonsai hereby releases City and hereby
<br />waives any and all claims, demands, causes of action, costs, expenses,
<br />attorney's fees, liabilities, and obligations in any matter arising out of Bonsai's
<br />ownership of or interest in the subject property, fixtures, equipment and/or
<br />business as situated within the public project, whether or not now known,
<br />suspected or claimed, including but not limited to, any claims for inverse
<br />condemnation, business goodwill and/or eminent domain. In this respect, each
<br />of the parties hereto expressly waive the benefits and provisions of Section 1542
<br />of the Civil Code of the State of California, which provides as follows:
<br />
<br />"A general release does not extend to claims which the creditor does not
<br />know or expect to exist in his favor at the time of executing the release,
<br />which if known by him must have materially affected his settlement with
<br />the debtor."
<br />
<br />11.
<br />
<br />Bonsai further agrees that it will not bring, commence, institute, maintain or
<br />prosecute, or voluntarily aid any action at law, proceeding in equity including, but
<br />not limited to, inverse condemnation or eminent domain, or otherwise prosecute
<br />or sue the other or any of them or their subsidiaries, affiliates, successors,
<br />representatives, assigns, officers, directors, partners, and employees, including
<br />the City, either affirmatively or by way of cross-complaint, defense or
<br />counterclaim or by any other manner or at all, on any alleged claim demand,
<br />
<br />Bonsai/Han Settlement
<br />061604
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<br />3
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