CM-09-01-002RELEASE AND SETTLEMENT AGREEMENT
This document is a Release and Settlement Agreement (the "Agreement") between
AT&T Corp. ("AT&T") and City of Round Rock ("CUSTOMER").
Recitals
WHEREAS, CUSTOMER subscribes to Dedicated Internet Access Service offered
by AT&T on Account Number 829194031 (the "Account");
WHEREAS, a dispute has arisen concerning the billing and payment of the DIA
service charges on the Account from 11/10/2007 to 01/26/2008 (the "Dispute");
WHEREAS, AT&T and CUSTOMER now wish to resolve the Dispute;
Therefore, the parties agree as follows:
1. Credit by AT&T
AT&T shall credit the amount of $1,973.40 to the Account, which amount being
credited may be subject to adjustment due to the applicability of Regulatory Fees and
Taxes, in full settlement of the Dispute.
2. Release
As part of the resolution of the Dispute, CUSTOMER knowingly and voluntarily
releases AT&T from any type of further liability or claim, whether judicial,
administrative, or otherwise, regarding the Dispute. CUSTOMER acknowledges that this
Agreement expressly gives up every right CUSTOMER has regarding the Dispute.
3. Entire Agreement Regarding the Dispute
This Agreement is the entire and complete agreement of the parties regarding the
resolution of the Dispute. There are no other agreements or promises that have not been
stated in this Agreement. The parties have negotiated this Agreement, and these
negotiations have been superseded by this Agreement. However, this Agreement is not
intended to, and shall not, modify the terms of the CUSTOMER's Master Agreement
with AT&T.
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cm- 09-0 l- vv'Z--
4. Ownership of Claim
Each party represents to the other party that it owns the claims asserted here. Those
claims have not been assigned or transferred to anyone else.
5. No Admission of Liability
The parties enter into this Agreement to resolve the Dispute. Neither party admits
liability for the claims asserted by the other party.
6. Legal Counsel
Each party represents that, in the negotiation and execution of this Agreement, it had
the opportunity to consult a lawyer. Prior to the execution of the Agreement, the party's
attorney, if any, reviewed the Agreement and made any desired changes or
recommendations.
7. Applicable Law
If this Agreement requires interpretation according to established legal principles, the
parties agree that this Agreement shall be construed in accordance with New York law in
effect as of the date the Agreement is executed.
8. Enforcement of Agreement
While the parties intend to perform their respective obligations in good faith, it may
become necessary for one party to bring a lawsuit to enforce or interpret the provisions of
this Agreement. If such a lawsuit is brought, the prevailing party shall be entitled to all of
its costs in prosecuting or defending this lawsuit, including a reasonable amount of its
attorney's fees.
9. Confidentiality
This Agreement, and the terms and existence hereof, constitute the confidential and
proprietary information of each party. The parties agree to keep this Agreement, and the
terms and existence hereof, confidential. Neither party shall disclose such information to
others, unless required by a Court or regulatory agency of competent jurisdiction, and
then, only upon prior written notice to the other party. If asked about the Dispute, each
party may respond that the Dispute has been resolved to its satisfaction.
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10. Miscellaneous
(a) If a party delays or fails to exercise a right it has under this Agreement or,
alternatively, fails to strictly enforce any breach or default that shall not constitute a
waiver of the other party's obligation to perform its obligations under this Agreement.
Similarly, if a party excuses a breach or default on one occasion that shall not mean the
other party is excused in the future from performing that obligation unless the excusing
party states this in writing.
(b) If a court rules that any provision of this Agreement is invalid or unenforceable,
the remaining provisions shall nevertheless continue in full force.
11. Counterparts
This Agreement may be signed in counterparts, which together will constitute the
original Agreement.
12. AT&T Countersignature
AT&T may countersign this Agreement either by hand or electronically.
IN WITNESS WHEREOF, the parties have duly executed and agreed to be bound by
this Agreement by the signatures of their authorized representatives below. Each party
represents and warrants that the person executing this Agreement on its behalf is fully
authorized.
Agreement is VOID if not signed by 01/08/2009*
AT&T Corp.
City of Round Rock
By: By:
(Authorized AT&T Signature)
rized CUSTOMER Signature)
%ik1es f. iJuss i? . C� Ma k1o�
(Typed or Printed Name and Title)1
(Typed or Printed Name and Title)
Date: Date: 1.5.09
This Agreement is not accepted until signed by CUSTOMER and AT&T
*This date may be extended only upon the parties' mutual agreement.
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DATE: January 7, 2009
SUBJECT: City Manager Approval — January 9, 2009
ITEM: Release and Settlement Agreement with AT&T Corporation
Department:
Staff Person:
Justification:
Finance Department
Cheryl Delaney, Director of Finance
This release and settlement is the entire and complete agreement of the parties regarding the
resolution of the dispute which has arisen concerning the over billing and payment of the
Dedicated Internet Access Service by AT&T Corp.
Funding:
Cost: $1,973.40 Credit to City of Round Rock
Source of funds: N/A
Outside Resources:
AT&T Corp.
Background Information:
The City of Round Rock has agreed to a settlement of $1,973.40 from AT&T concerning over
billing of the City's Dedicated Internet Access Service.
Public Comment: N/A
UPDATED APRIL 2008