SETTLEMENT AGREEMENT AND RELEASE

This Settlement Agreement is entered into between ACKERMAN’S UNIFORMS (hereafter “Contractor”) and the City of Portland Police Bureau (hereafter “City”). Collectively, Contractor and City shall be referred to as “parties” and each may individually be referenced as “party.”

The term “contract” shall refer to the purchase of jackets for the Crisis Response Team that were shipped by Contractor on January 15 and 16 of 2002 (“the contract”), and includes any and all work which was performed, or should have been performed pursuant to that agreement.

A.  Claim: The parties agree that a dispute has arisen over the appropriate purchase price to be paid by City for the jackets made pursuant to the Contract.

B.  Resolution of Claim: By executing this document both Contractor and the City agree to resolve all claims and disputes of whatever nature that have arisen, or could arise out of the performance of the contract, and to execute mutual releases herein.

C.  Consideration: The consideration for this agreement is, in part, the payment of the sum of Ten thousand, five hundred forty-one dollars and sixty-seven cents ($10,541.67) by City to Contractor. This sum includes any and all claims for damages, costs, disbursements, interest and attorney fees that have been, or could be, asserted. In return, Contractor accepts the sum noted above, which is less than the amount that it originally sought, and releases the City from any additional claims it might have in Paragraph D below.

D.  Mutual Release: Contractor releases the City, its Bureaus, officers, employees, agents, assigns, and successors from any and all claims that have or could have been brought arising out of the contract or its performance of the contract. City releases Contractor, its officers, employees, agents, assigns and successors from any and all claims that could have been brought against it arising out of the contract or its performance of the contract.

E.  No Admission of Liability: The parties agree that the payment made by the City to Contractor is not to be construed as an admission of liability by City for any of the claims that have or could have been brought by Contractor.

F.  Entire Agreement: The parties agree and acknowledge that this Settlement Agreement is a complete, integrated agreement that supersedes and cancels all prior negotiations and understandings of any kind that may previously have been made with regard to the claims noted herein. Further, the parties agree that this Settlement Agreement is the entire agreement between them, and that no other promises have been made by either party, either express or implied, in order to induce them to settle, that are not contained herein.

G.  Governing Law: The parties agree that this Settlement Agreement shall be construed according the law of the State of Oregon.

H.  Amendment: The parties agree that this Settlement Agreement shall not be amended, unless such amendment is in writing and signed by both parties and approved by the City Attorney’s Office. Contractor understands that City employees have no actual or apparent authority to waive the approval of the City Attorney’s Office.

I.  Successors in Interest: The terms of the Agreement shall be binding upon the successors and assigns of each party hereto.

J.  Construction of Agreement: The parties have jointly drafted this settlement agreement. Therefore, the parties agree that it shall not be construed for or against either party in order to resolve any ambiguity.

           ACKERMAN’S UNIFORMS

             Authorized Representative                  

           Date

APPROVED:

Jill D. Laney

Attorney for Ackerman’s Uniforms

           CITY OF PORTLAND

             Authorized Representative

           Date

APPROVED:

James H. Van Dyke

Sr. Deputy City Attorney