|
acceptance of such check is a concurrent condition to and conditioned upon the City’s execution
<br />and delivery of this Agreement to Boulder Wind.
<br />3.Termination of the BAA.The parties agree that the BAA by and between the
<br />City and Boulder Wind dated December 21,2011 is terminated in its entirety.Except as
<br />provided in this Release Agreement,neither such termination nor this Release Agreement shall
<br />require,or give rise to any claim or cause of action to require,the return of or compensation for
<br />any things of value received by the City or Boulder Wind pursuant to the BAA.The City and
<br />Boulder Wind by such termination and this Release Agreement hereby intend to settle all claims
<br />among them related to the BAA,and to fully terminate,nullifS’,discharge and release all past,
<br />present and future rights and obligations under the BAA.
<br />4.Release by Boulder Wind.In consideration of the promises and covenants
<br />contained in this Release Agreement,the adequacy of which is hereby acknowledged by Boulder
<br />Wind,Boulder Wind does hereby irrevocably release,acquit,and forever discharge the City and
<br />its officers,employees,agents,successors,assigns,and any other person or entity of and from
<br />any and all past,present and future rights,duties,obligations,liabilities,claims,demands,
<br />controversies,agreements,damages,causes of action,expenses,costs,attorney fees,penalties,
<br />interest,and compensations of whatsoever kind and nature,whether known or unknown and
<br />whether existing in law or in equity,arising out of or in any way related to the BAA or its
<br />payment of taxes and building permit fees for the Project,including but not limited to any claim
<br />for refund of Project taxes under Chapter 3.20 of the Louisville Municipal Code or other
<br />applicable law.Nothing herein shall release any claims arising out of the future breach of this
<br />Release Agreement.
<br />5.Release by the City.In consideration of the payment,promises and covenants
<br />contained in this Release Agreement,the adequacy of which is hereby acknowledged by the
<br />City,the City does hereby irrevocably release,acquit,and forever discharge Boulder Wind and
<br />its officers,directors,employees,agents,successors,assigns,and any other person or entity of
<br />and from any and all past,present and future rights,duties,obligations,liabilities,claims,
<br />demands,controversies,agreements,damages,causes of action,expenses,costs,attorney fees,
<br />penalties,interest,and compensations of whatsoever kind and nature,whether known or
<br />unknown and whether existing in law or in equity,arising out of or in any way related to the
<br />BAA or Boulder Wind’s payment of taxes and building permit fees for the Project,including but
<br />not limited to the right to an audit of the Project taxes.Nothing herein shall release any claims
<br />arising out of the future breach of this Release Agreement.
<br />6.Binding Effect.The parties agree that this Release Agreement shall be binding on
<br />their agents,attorneys,servants,employers,employees,principals,heirs,executors,
<br />administrators,insurers,successors,assigns,subrogees,and any and all persons or entities which
<br />have or may have any claim on behalf of themselves as related to the BAA or payment of
<br />building permit fees and taxes for the Project.
<br />2
|