No preview available
Contract 2025-021A2025-021 A SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT (the "Agreement") is entered into by and between the CITY OF CLERMONT, FLORIDA, a Florida municipal corporation (the "City") and RODNEY GEILEN ("Geilen") as of the Effective Date, defined herein. The City and Geilen may be referred to cumulatively as the "Parties." WHEREAS: • Geilen filed a lawsuit against the City in Lake County Case No. 35-2024- CA-1078, which was removed to federal court in M.D. Fla. Case No. 5:24- cv-383, and which has recently been remanded back to state court (altogether, the "Case"); • In his Case, Geilen alleged claims for defamation, intentional infliction of emotional distress, and violations of free speech rights (the last of which has been removed by Geilen pursuant to order of Judge Corrigan on February 5, 2025); • Geilen offered to resolve his disputes with the City in exchange for the payment of FIVE THOUSAND DOLLARS ($5,000.00) and a statement from the City as described herein; • Without making admissions of any kind, the City desires resolving the claims; and • The Parties desire memorializing the terms of the resolution between them in this Agreement. NOW, THEREFORE, in consideration of the matters set forth above (which are hereby incorporated herein by reference), the mutual promises and covenants described herein, and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. Recitals. All of the recitals above stated are true and are reiterated and incorporated into the body of this Amendment. 2. Effective Date. The Effective Date shall be the date on which all Parties have executed this Agreement. 3. Payment. No later than fifteen (15) days after the Effective Date of this Agreement, the City shall pay FIVE THOUSAND DOLLARS ($5,000.00) (the "Payment") to Geilen by check mailed to Geilan at 10215 Yonaomi Circle, Clermont, FL 34711 or such other address as Geilen shall designate within five (5) days of the Effective Date. Settlement Agreement Page 1 of 5 4. No Admissions. By way of executing this Agreement, none of the Parties admit, concede to, or agree that it, he, she, or they have liability to any other Party in any claims, nor shall any of the Parties attempt to construe execution of this Agreement in such a manner for any purpose. 5. Statement. Notwithstanding the foregoing, the City does hereby make the following statement in regard to the litigation, which shall be its only official statement regarding the Case: The City regrets the misunderstanding and lack of communication between the City and its citizens that occurred in regard to managing its public comments, communications, and interactions. The City intends to facilitate public comment and feedback regarding all activities at the City, even when it is difficult to hear. The City desires moving forward. 6. Releases. Subject to and conditional upon the Parties' compliance with their obligations in Section 3, supra, Geilen releases the City, its City Council members, past and present, attorneys, agents, contractors, representatives, related entities, the Florida League of Cities and its related entities, and insurers (altogether, the "Releasees"), unconditionally, completely, generally, and mutually for any claims, causes of actions, demands, and liability, of each and every possible kind, whether due now or not, direct or indirect, absolute or contingent, liquidated or unliquidated, known or unknown at the time of execution of this Agreement, whether or not the consequences are or were foreseen or unforeseen, that Geilen could or does have against the Releasees, whether such matter arises out of fiduciary, statutory, common law, or contractual relationship, or otherwise, but in any event, including the matters for which Geilen sued the City as originally formulated in his Complaint in the Case when he initially filed it. Geilen intends this release to also be binding upon his respective agents, heirs, assigns, and representatives but excludes any release relating to enforcement of this Agreement or liability created under this Agreement. 7. Dismissal. No later than five (5) days after receiving the Payment, Geilen shall dismiss the Case with prejudice. 8. Default. 8.1. Party Default. In the event that a Party defaults under this Agreement, the non -defaulting Party may (1) seek injunctive relief, including specific performance; (2) any other remedy available at law or equity; or (3) any combination of the above. If specific performance is sought, then this Agreement may be ratified by a court as binding and each Party agrees to abide by it. 8.2. Default Cures. Prior to any claim for default being made, a Party shall have an opportunity to cure any alleged default. If a Party fails to comply with any provision of this Agreement, a non -defaulting Party shall deliver written notice to the Settlement Agreement Page 2 of 5 defaulting Party specifying the default or non-compliance. The defaulting Party shall have three (3) business days after delivery of such notice to cure the non-compliance. 8.3. Waiver. Either Party may waive its remedies under Sections 8.1 and 8.2 in order to proceed with this Agreement. Such waiver shall only be valid if the party waiving the remedy has not already terminated the Agreement. 9. Attorney Fees. In any litigation, including breach, enforcement, or interpretation of this Agreement, or any portion thereof, the prevailing party in such litigation shall be entitled to recover from the non -prevailing party reasonable attorneys' fees, costs, and expenses. 10. Copies and Counterpart. A legible fax or electronic copy of this Agreement and any signatures thereon shall be considered for all purposes original and this Agreement may be executed in counterpart. 11. Mutuality of Negotiation. All Parties acknowledge that this Agreement is a result of negotiations between all Parties and the Agreement shall not be construed in favor of, or against, either party as a result of that party having been more involved in the drafting of the Agreement. 12. Binding Effect. This Agreement shall inure to the benefit of, and shall be binding upon, the successors, heirs, executors, and administrators of the Parties. 13. Amendment. No amendment to this Agreement shall be effective except those agreed to in writing and by all Parties. 14. Authority. The persons executing this Agreement represent and warrant they have the authority to execute this Agreement on behalf of themselves or the below - described corporate entities, as the case may be. 15. Governing Law and Venue. This Agreement shall be governed by the law of the State of Florida. Any litigation or dispute arising out of this Agreement, or the activities and relationships contemplated in this Agreement shall be brought in either in state court in Lake County, Florida. 16. Entire Understanding. This Agreement contains the entire understanding of the Parties with respect to the subject matter hereof; it may not be changed or amended except in writing signed by the Parties. REST OF THIS PAGE IS INTENTIONALLY BLANK SIGNATURES ON THE FOLLOWING PAGE Settlement Agreement Page 3 of 5 IN WITNESS WHEREOF, the Mayor executes this Agreement on behalf of the City: CITY OF CLERMONT, FLORIDA, a Florida municipal corporation '�L1Z�Y- z By: Tim Murry, - or Date Attest: By: Z Tracy Ackroyd Howe, MMC, City Clerk Date Approved as to for By. nstian . Waug , City Attorney D to Settlement Agreement Page 4 of 5 IN WITNESS WHEREOF, Rodney Geilen executes this Agreement intending to him hnr rnd fnr himself: M Rodney eilen Date IT��C�]�Ti lw � ZrI►'�T�,� 1 of ZOn this day of February, 2025 before me personally appeared, by means physical presence or online notarization, Rodney Geilen, to me known to be the individual described herein who executed the foregoing instrument and acknowledged tip he executed the same. He is,: ,1 ers Ily .: known to me or has produced C-- �/ as identi�rc'ationZ ), Iy016ARY P�BLIC, ST TE-PF FLORIDA Print Name: 12 My Commission Expires: poi DONALD PRICE =•: + MY COMMISSION # HH 476M EXPIRES: April 28, 2028 � Oi iti .•� Settlement Agreement Page 5 of 5