CONTRACT 3555 Settlement AgreementWhen Recorded Mail to:
City Clerk
City of El Segundo
350 Mail Street
City of El Segundo, California 90245
SETTLEMENT AGREEMENT
1. PA_
35:5b - . . ,r`.
06 `042385
This Settlement Agreement ( "Agreement ") is made and executed as of January 5,
2006, by and between Yi Yuan Chen and Jing Mei Song, husband and wife, (collectively
"Property Owners ") and the City of El Segundo ( "City "). Property Owners and City are
collectively referred to herein as the "Parties."
2. RECITALS
2.1 Property Owners are husband and wife and own, in joint tenancy, the
property described in Exhibit A and commonly known as 1449 East Palm Avenue, El Segundo,
California ( "Property ");
2.2 On or about July 26, 2004 the City issued a building permit to Property
Owners for construction of a second residential unit in the rear yard portion of the Property (the
"Permit "). At the time the Permit was issued, there was already a dwelling unit located on the
front portion of the Property.
2.3 Although the City's Community and Economic Development Services
Department issued the Permit and believed it was valid when it was issued by the City in July
2004, the City now contends the Permit is invalid because, as it has publicly stated, it
erroneously issued the Permit due to the City's misinterpretation of changes in California law.
The City contends that its Municipal Code does not allow a second dwelling unit to be
constructed on the Property. Property Owners maintain that the Permit is valid and that they
have a legal right to construct the second dwelling unit on the Property. Property Owners further
assert that they will be damaged if the City determines the Permit to be invalid or if the City
otherwise prohibits them from completing the residential dwelling unit as authorized by the
Permit. The Property Owners argue that any action by the City to prevent them from completing
the second unit or to remove the structure already erected pursuant to the Permit would constitute
an involuntary taking of their Property in violation of the California and U.S. Constitutions. The
Parties' contentions set forth in this Section 2.3 are collectively referred to herein as the
"Dispute."
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2.4 The Parties understand and agree that a material purpose of this
Agreement is to resolve the Dispute and to amicably settle and resolve all claims related to the
Dispute.
3. CONSIDERATION
3.1 The Parties hereby agree as follows:
(a) Property Owners shall not be allowed to construct two dwelling units on
the Property pursuant to the Permit.
(b) This Agreement shall be recorded against the Property and shall represent
a covenant recorded against the Property restricting the Property such that only one residential
unit and one kitchen may be maintained on the Property, except in the event that the City
specifically adopts an Ordinance that permits a second dwelling unit to be constructed on the
Property.
(b) Property Owners shall, within 360 days of the execution of this Agreement,
connect the rear structure on the Property with the front structure on the Property and remove the
kitchen facilities from the front structure. Such connection and removal shall be done pursuant
to the revised plans and new permit, approved and issued by the City on January 5, 2006,
respectively. Said new permit is attached hereto as Exhibit B and incorporated herein.
(c) City shall within 15 days of the execution of this Agreement deliver a check in
the amount of $325,000 to Property Owners made payable to Yi Yuan Chen and Jing Mei Song
in order to cover the losses sustained by Property Owners as a result of losing the use of the
second unit.
(d) The Parties shall release whatever claims they have against each other, if any,
arising out of the Dispute as set forth in Section 4 of the Agreement.
3.2 PROPERTY OWNERS and the City shall each bear their own attorney
fees and costs incurred in connection with the Dispute and Agreement. The City will issue an
Internal Revenue Form 1099 income statement to Property Owners with respect to the $325,000
payment referenced above in Paragraph 3.1(c). Property Owners shall be responsible and liable
for paying any applicable federal, state and local taxes associated with the payment identified in
Section 3.1(c), including fines and penalties, if any, that may arise from the Property Owners'
receipt of the payment and shall defend, indemnify and hold harmless the City, and its appointed
and elected officials, employees and agents from and against any claims, actions, liabilities or
damages, of whatsoever kind or nature, arising out of or relating to tax liabilities or penalties
relating to the payment referenced in Paragraph 3.1(c).
4. RELEASE
In exchange for the payment, representations and covenants made herein, and
except only as to such rights or claims as may be created by this Agreement, Property Owners
and City hereby, and for their respective heirs, representatives, successors, and assigns, release,
acquit, and forever discharge each other and all of their respective agents, officers, current and
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former elected and appointed officials, current and former employees, representatives, insurers,
attorneys, and all persons acting by, through, under, or in concert with any of them, and each of
them, from any and all claims, charges, complaints, liabilities, obligations, promises, benefits,
agreements, controversies, costs, losses, debts, expenses, damages, actions, causes of action,
suits, rights, and demands of any nature whatsoever, known or unknown, suspected or
unsuspected, which the Parties now have or may acquire in the future, which relate to or arise out
of any act, omission, occurrence, condition, event, transaction, or thing which was done, omitted
to be done, occurred or was in effect at any time from the beginning of time up to and including
the date of this Agreement relating or arising from the Dispute ( "CLAIMS "), without regard to
whether such CLAIMS arise under the federal, state or local constitutions, statutes, rules,
ordinances or regulations, or the common law. In this connection, Property Owners and City
each hereby waive and release any rights which they respectively have against the other and their
successors, heirs, executives, administrators, may have directly or indirectly, if any, jointly or
severally, directly or indirectly, under the provisions of California Civil Code section 1542, and
any similar state or federal statute, which reads in sum, substance or substantial part as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT
THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM
MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE
DEBTOR.
Property Owners and the City acknowledge that the facts with respect to which each gives this
general release may turn out to be different from the facts they now believe to be true. Property
Owners and the City hereby assume the risk of the facts turning out to be different, and agree
that this Agreement and the above release shall in all respects be effective and not subject to
termination or rescission because of any such difference in facts.
5. REPRESENTATIONS AND WARRANTIES
Each of the Parties to this Agreement represent and warrant and agree with each other as
follows:
5.1 Advice of Counsel: Each party has received independent legal advice
from its attorney(s) with respect to the advisability of making the settlement and releases
provided herein, with respect to the advisability of executing this Agreement, and with respect to
the meaning of California Civil Code section 1542.
5.2 No Fraud in Inducement: No party (nor any officer, agent, employee,
representative, or attorney of or for any party) has made any statement or representation or failed
to make any statement or representation to any other party regarding any fact relied upon in
entering into this Agreement, and neither party relies upon any statement, representation,
omission or promise of any other party (or of any officer, agent, employee, representative, or
attorney of or for any party) in executing this Agreement, or in making the settlement provided
for herein, except as expressly stated in this Agreement.
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06 2042385
5.3 Independent Investigation: Each party to this Agreement has made such
investigation of the facts pertaining to this severance and settlement and this Agreement and all
the matters pertaining thereto as it deems necessary.
5.4 Comprehension and Authority: Each party or responsible officer thereof
has read this Agreement and understands the contents hereof and warrants that he or she is
authorized to execute the Agreement.
5.5 Mistake Waived: In entering into this Agreement and the settlement
provided for herein, each party assumes the risk of any misrepresentation, concealment or
mistake. If any party should subsequently discover that any fact relied upon by it in entering into
this Agreement was untrue, or that any fact was concealed from it, or that its understanding of
the facts or of the law was incorrect, such party shall not be entitled to rescind or set aside the
Agreement. This Agreement is intended to be and is final and binding between the parties,
regardless of any claims of misrepresentation, promise made without the intent to perform,
concealment of fact, mistake of fact or law, or any other circumstance whatsoever.
5.6 Later Discovery: Property Owners and the City are aware that they may
hereafter discover claims or facts in addition to or different from those they now know or believe
to be true with respect to the matters related herein. Nevertheless, it is both Parties' intention to
fully, finally and forever settle and release all such matters, and all claims relative thereto, which
do now exist, may exist or have previously existed between both Parties. In furtherance of such
intention, the releases given herein shall be and remain in effect as full and complete releases of
all such matters, notwithstanding the discovery or existence of any additional or different claims
or facts relative thereto.
5.7 Ownership of Claims: Property Owners represent and warrant as a
material term of this Agreement that they are the sole owners of the Property and that they have
not heretofore assigned, transferred, released or granted, or purported to assign, transfer, release
or grant, any of the CLAIMS disposed of by this Agreement. In executing this Agreement,
Property Owners further represent and warrant that none of the CLAIMS released by them
hereunder will in the future be assigned, conveyed, or transferred in any fashion to any other
person and/or entity. In the event that any third party files a legal or equitable action against the
City alleging that it has or had an interest in any of the claims disposed of by this Agreement
related to the Property, Property Owners shall defend indemnify and hold harmless the City, its
elected and appointed officials, employees and agents, from and against any such legal or
equitable action and any damages of whatsoever kind or nature arising therefrom.
5.8 Future Cooperation: The Parties will execute all such further and
additional documents as shall be reasonable or necessary to carry out the provisions of this
Agreement.
6. MISCELLANEOUS
6.1 No Admission: Nothing contained herein shall be construed as an
admission by the parties of any liability of any kind. The parties each deny any liability in
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06 2042885
connection with any claim or wrongdoing. Each party also intends hereby solely to amicably
resolve all matters between the parties.
6.2 Governing_Law: This Agreement and the rights and obligations of the
parties shall be construed and enforced in accordance with, and governed by, the laws of the
State of California. The venue for any legal action relating to this Agreement shall be the Los
Angeles County Superior Court.
6.3 Attorney's Fees and Costs in Case of Dispute. Notwithstanding the
provisions of Section 3.2 herein, if any legal action or other proceeding is brought for the
enforcement of, or in any way pertaining to, this Agreement, the successful or prevailing party or
parties shall be entitled to recover all reasonable attorneys fees and costs incurred with respect
thereto, in addition to any other relief to which it or they may be entitled.
6.4 Full Integration: This Agreement is the entire agreement between the
Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous
oral and written agreements and discussions. This Agreement may be amended only by a further
agreement in writing, signed by the Parties hereto.
6.5 Continuing Benefit: This Agreement is binding upon and shall inure to
the benefit of the Parties hereto, and their respective successors, assigns, agents, employees,
representatives, officers, and officials.
6.6 Joint Drafting: Each party has cooperated in the drafting and preparation
of this Agreement. Hence, in any construction to be made of this Agreement, the same shall not
be construed against any party.
6.7 Severability: In the event that any term, covenant, condition, provision or
agreement contained in this Agreement is held to be invalid or void by any court of competent
jurisdiction, the invalidity of any such term, covenant, condition, provision or Agreement shall in
no way affect any other term, covenant, condition, provision or agreement and the remainder of
this Agreement shall still be in full force and effect.
6.8 Titles: The titles included in this Agreement are for reference only and are
not part of the terms of this Agreement, nor do they in any way modify the terms of this
Agreement.
6.9 Counterparts: This Agreement may be executed in counterparts, and by
facsimile and when each party has signed and delivered at least one such counterpart, each
counterpart shall be deemed an original, and, when taken together with other signed counterparts,
shall constitute one Agreement, which shall be binding upon and effective as to all Parties.
6.10 Executed Copy: All Parties shall receive a fully executed copy of this
Agreement.
6.11 Notice: Any and all notices given to any party under this Agreement shall
be given as provided in this paragraph. All notices given to either party shall be made by
certified or registered United States mail, or personal delivery, at the noticing party's discretion,
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35"5
06 2042385
and addressed to the parties as set forth � bel0w, Notices
service or three (3) shall be deeined, for all purPOscs, t') ecutive calendar days following
have been given on the date of personal
deposit of the same in the United States mail.
As to PROPERTY OWNERS:
Yi Yuan Chen and Jing Mci Song
1449 East Palm Avenue
El Segundo, CA 90245
As to the CITY:
Attn: City Clerk
City of .,l Segundo
250 Main Street
El Segundo, California 90245
W11EREFORE, the parties hereto have read all of the foregoing, understand the
same, and agree to all of the provisions contained herein.
DATED: I _ q " 0 6
DATFn:
LA 8122891 v
CITY OF EL SEGUNDO
By
PROPERTY OWNERS
By:
Yi uan Chen
By:
Ag jinSong
-6-
3555.
January 9, 2006
06 20420"85
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS
CITY OF EL SEGUNDO )
On January 9, 2006, before me, Cathy Domann, Deputy City Clerk, personally
appeared Kelly McDowell, Mayor of the City of El Segundo, personally known
to me to be the person whose name is subscribed to on the within instrument,
and acknowledged to me that he executed the same in his authorized capacity,
and that by his signature on the instrument the person, or entity upon behalf of
which the persons acted, executed the instrument.
Witness my hand and Official Seal
Cathy �Doma!nn, Deputy City Clerk
3555 • ,
ftkm eleAnUTA At I - DIIIRPOSE ACKNOWLEDGMENT
State of California 06 2042385
ss.
County of 4-0 S - VI !4-e (*0'5
On 1 - 5-06 before me, L Yl ci� 0-w- `k 4 1 )w/A (. N h
-� Date Na a and Title of Officer (e.g., 'J Doe, Mtary vublic
k
�yw� `
personally appeared 1 -- ` Name(s) of Signer(s)
_� personally known to me
improved to me on the basis of satisfactory
/evidence
LINDA CATHY DOMANN
Commission # 1517879
Notary Public - California
Los Angeles County
My Comm. Expires Oct 4, 2008
Place Notary Seal Above
to be the person(* whose name(s)- is /al;,---
subscribed to the within instrument and
acknowledged to me that he /shelthey executed
the same in his /herttrM authorized
capacity(iesj; and that by his /h@Mheir
signature(s) on the instrument the personks4 or
the entity upon behalf of which the person(s}-
acted, executed the instrument.
WITNESS mjf hand and official seal.
Signature of Notary
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name:
Cl Individual
LJ Corporate Officer — Title(s):
L Partner — Ci Limited ❑ General
D Attorney in Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Number of Pages:
0 1999 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, OA 91313 -24e2 • wNM/.nanonainumiy.o,y
RIGHT THUMBPRINT
OF SIGNER
1.,
3555 .
.. nuse All i _011RPnSF ACKNOWLEDGMENT
State of California 06 2042385
ss.
County of Lb S
On �" - Q �' before me,
Name and Title of Officer (e.g., "Jarts.01be, Notary Public")
Date
personally appeared in �1 L°-t ��� a
Name(s) of Sig s)
UNDA CATHY DOMANN
Commission * 1517879
.� Notary PubUc - California
Los Angeles County
My Comm. Expkes Oct 4, 2008
Place Notary Seal Above
personally known to me
roved to me on the basis of satisfactory
vldence
to be the person(s) whose name(s}- is /arm
subscribed to the within instrument and
acknowledged to me that hi&gshe /theq-executed
the same in h+s4her /them authorized
capacity(4 -s , and that by -#islher /therr-
signature(s'Ton the instrument the persons -&
the entity upon behalf of which the person(e}r
acted, executed the instrument.
WITN SSt,m ha and offi ' I seal.
Signature of t Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name:
C Individual
E! Corporate Officer — Title(s):
C Partner — Ci Limited ❑ General
Attorney in Fact
L-1 Trustee
Ll Guardian or Conservator
❑ Other:
Signer Is Representing:
Number of Pages:
0 1999 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313 -24uz • www.nanunmiv,aiy —y
RIGHT THUMBPRINT
OF SIGNER
r.__..,... —, r..i i_-- t- Rnn- 979 -AR'J7
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Sent By: ; 626 685 2859 ; Jan -4 -06 5:58PM; Page 7/8
3555 • .
4
06 2042385
APPRUV ,D S 14 F RM:
B:
Robert P. Sievers, Attorney for Yi Yuan
Chen and J ing Mei Song
y.--�
Mark D. 14 nslcy, City Attorney
Attest:
By: �CitY —Cindy Mc terk
02416•doc.ducNITI
LA a 122891 v1 "7-
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355 5 . .
FxHI13IT "A" 06 2042385
The following described real property in the City of El Segundo, County of Los Angeles, State of
California:
'file South 150 feet of Lot 9 in Block 111 of LI Segundo, in the
20, Pa ges11 l4 Segundo, Cma of
Los Angeles, State of California, as per map recorded in Book
the office of the County Recorder of said County.
Except therefrom the West 84.46 feet thereof.
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EXHIBIT B 3556