Res 2024-195 approving a settlement agreement with Walton Texas, LP and David Tuckfield for release of land from Cotton Center Development Agreement and MUD Consent Agreement

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Settlement Agreement 4.05 In the event the Partial Release is not approved as provided in Section 2.01 above, on the date of the Denial Action, Tuckfield may return the Payment Amount to Walton and the Parties will have no further obligations under this Agreement. V. REMEDIES 5.01 Remedies. If any Party fails to comply with its obligations under this Agreement or fails to correct any default after a 30-day notice and opportunity to cure, the other Party or Parties may exercise any remedy authorized at law or in equity, including filing suit in a court of competent jurisdiction to seek any available remedy, including by way of example only, injunctive relief, specific performance and/or monetary damages. To the extent allowed by law,the prevailing Party or Parties to the litigation may recover costs of court, attorney's fees and expert consultant and witness fees incurred in enforcing or defending a claim under this Agreement. 5.02 Equitable Remedies. It is not intended hereby to specify(and this Agreement will not be considered as specifying) an exclusive remedy for any default, but all remedies existing at law or in equity may be availed of by any party hereto and will be cumulative of the remedies provided herein.Recognizing however,that the failure in the performance of the Parties' obligations hereunder could not be adequately compensated in money damages alone, the Parties agree, in the event of any default on its part, that the other parties will have available to them equitable remedies, including specific performance, in addition to any other legal or equitable remedies which may also be available. VI. GENERAL PROVISIONS 6.01 Good Faith. The Parties agree to cooperate with each other and act in good faith in the performance of this Agreement. 6.02 Provision of Further Documents. The Parties will execute and deliver such other and further requested legal documents or instruments as are reasonably necessary to effectuate the purposes and intent of this Agreement. 6.03 Severability. Except as specifically set forth in this Agreement, the provisions of this Agreement are severable,and if any word, phrase,clause, sentence,paragraph, section,or other part of this Agreement or the application thereof to any person or circumstances is ever held by any court of competent jurisdiction to be invalid or unconstitutional for any reason, the remainder of this Agreement and the application of such word, phrase, clause, sentence, paragraph, section, or other part of this Agreement to other persons or circumstances will not be affected thereby and this Agreement will be construed as if such invalid or unconstitutional portion had never been contained herein. 6.04 Entire Agreement. This Agreement, including all Exhibits attached hereto, which are expressly made a part hereof by reference for all purposes,constitutes the entire agreement between the Parties relative to the subject matter of this Agreement and supersedes all prior or contemporaneous agreements,representations,covenants or warranties,whether oral or in writing,respecting the subject matter hereof. Page 4 of 6