HomeMy WebLinkAboutRes 2024-17 Authorizing the Mayor to Execute Settlement Release Documents with KrogerCity of West University Place
Harris County, Texas
RESOLUTION NO. 2024-17
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST
UNIVERSITY PLACE, TEXAS, AUTHORIZING THE MAYOR TO
EXECUTE SETTLEMENT RELEASE DOCUMENTS WITH KROGER AS
ADDITIONAL SETTLING PARTIES WITHIN THE NATIONAL OPIOID
SETTLEMENT PARTICIATION PREVIOUSLY AUTHORIZED BY THE
CITY.
WHEREAS, the City of West University place, Texas (the "City"), through Resolution No. 2021-
21, duly authorized participation in the national opioid settlement agreements and adopted the
Texas Term Sheet; and
WHEREAS, the City, through Resolution No. 2022-01 and No. 2023-03, further authorized
settlement release documents with additional settling parties to within the national opioid
settlement agreements; and
WHEREAS, Kroger has now joined the proposed opioid settlement; and
WHEREAS, the City Council hereby finds that there is a substantial need for repayment of opioid -
related expenditures and payment to abate opioid -related harms in and about the City; and
WHEREAS, the City desires to execute the Kroger Texas Settlement Agreement and Full Release
of All Claims [EXHIBIT A];
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
WEST UNIVERSITY PLACE, TEXAS:
Section 1. THAT the statements provided in the caption and recitals of this Resolution are true
and correct and are adopted herein for all intents and purposes.
Section 2. THAT the Mayor is authorized to execute the settlement release documents with Kroger
in a timely manner.
PASSED AND APPROVED ON THE / G�
LZ DAY OF 2024.
�
, ATT6jN , ,/*,
A. Gilliam, City
FOR THE CITY:
C4���— �� 11
SAN V. SAMP E, MAYOR
Exhibit A
TEXAS SETTLEMENT SUBDIVISION PARTICIPATION AND RELEASE FORM
Political Subdivision:
Texas
Authorized Official:
Address 1:
Address 2:
City, State, Zip:
Phone:
Emai 1:
The governmental entity identified above ("Texas Political Subdivision"), in order to obtain
and in consideration for the benefits provided to the Texas Political Subdivision pursuant to
the Kroger Texas Settlement Agreement and Full Release of All Claims dated October 30, 2024
("Kroger Texas Settlement"), and acting through the undersigned authorized official, hereby
elects to participate in the Kroger Texas Settlement, release all Released Claims against all
Released Entities, and agrees as follows.
1. The Texas Political Subdivision above is aware of and has reviewed the Kroger
Settlement Agreement, understands that all terms in this Participation and Release
Form have the meanings defined therein, and agrees that by executing this
Participation and Release Form, the Texas Political Subdivision elects to participate
in the Kroger Texas Settlement and become a Participating Texas Political
Subdivision as provided therein.
2. The Texas Political Subdivision shall immediately cease any and all litigation
activities as to the Released Entities and Released Claims and, within 14 days of
executing this Participation and Release Form, its counsel shall work with Kroger's
counsel to dismiss with prejudice any Released Claims that it has filed.
3. The Texas Political Subdivision agrees to the terms of the Kroger Texas Settlement
pertaining to Texas Political Subdivisions as provided therein.
4. By agreeing to the terms of the Kroger Texas Settlement and becoming a Releasor,
the Texas Political Subdivision is entitled to the benefits provided therein, including,
if applicable, monetary payments beginning after the Effective Date of the Release.
The Texas Political Subdivision agrees to use any monies it received through the
Kroger Texas Settlement solely for the purposes provided therein.
A-1
6. The Texas Political Subdivision submits to the exclusive jurisdiction and authority of
the Texas Consolidated Litigation Court as defined in the Kroger Texas Settlement.
For the avoidance of doubt, nothing contained in this Participation and Release Form,
or the Kroger Texas Settlement, constitutes consent to jurisdiction, express or
implied, over the Texas Political Subdivision or its selected counsel to the jurisdiction
of any other court (including without limitation MDL 2804, the MDL 2804 Fee Panel,
the MDL 2804 Enforcement Committee, or the Court in which any Texas Consent
Judgment is filed) for any purpose whatsoever.
7. The Texas Political Subdivision, as a Participating Texas Subdivision, has the right
to enforce the Kroger Texas Settlement in the Texas Consolidated Litigation Court
as provided therein.
The Texas Political Subdivision, as a Participating Texas Subdivision, hereby
becomes a Releasor for all purposes in the Kroger Texas Settlement, including but
not limited to all provisions of Section V (Release), and along with all departments,
agencies, divisions, boards, commissions, districts, instrumentalities of any kind and
attorneys, and any person in their official capacity elected or appointed to serve any
of the foregoing and any agency, person, or other entity claiming by or through any
of the foregoing, and any other entity identified in the definition of Releasor, provides
for a release to the fullest extent of its authority. As a Releasor, the Texas Political
Subdivision hereby absolutely, unconditionally, and irrevocably covenants not to
bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or
to otherwise seek to establish liability for any Released Claims against any Released
Entities in any forum whatsoever. The releases provided for in the Kroger Texas
Settlement are intended by the Parties to be broad and shall be interpreted so as to
give the Released Entity the broadest possible bar against any liability relating in any
way to Released Claims and extend to the full extent of the power of the Texas
Political Subdivision to release claims. The Kroger Texas Settlement shall be a
complete bar to any Released Claim.
9. The Texas Political Subdivision hereby takes on all rights and obligations of a
Participating Texas Subdivision as set forth in the Kroger Texas Settlement.
10. In connection with the releases provided for in the Kroger Texas Settlement, each
Texas Political Subdivision expressly waives, releases, and forever discharges any
and all provisions, rights, and benefits conferred by any law of any state or territory
of the United States or other jurisdiction, or principle of common law, which is
similar, comparable, or equivalent to § 1542 of the California Civil Code, which
reads:
General Release; extent. A general release does not extend to claims
that the creditor or releasing party does not know or suspect to exist
in his or her favor at the time of executing the release that, if known
by him or her, would have materially affected his or her settlement
with the debtor or released party.
A-2
A Releasor may hereafter discover facts other than or different from those which it
knows, believes, or assumes to be true with respect to the Released Claims, but each
Texas Political Subdivision hereby expressly waives and fully, finally, and forever
settles, releases and discharges, upon the Effective Date, any and all Released Claims
that may exist as of such date but which Releasors do not know or suspect to exist,
whether through ignorance, oversight, error, negligence or through no fault
whatsoever, and which, if known, would materially affect the Governmental Entities'
decision to participate in the Kroger Texas Settlement.
11. The Texas Political Subdivision acknowledges, agrees, and understands that the
Maximum Texas Settlement Amount to be paid under the Kroger Texas Settlement
for the benefit of the Participating Texas Political Subdivision, is less than or equal
to the amount, in the aggregate, of the Alleged Harms allegedly suffered by the
governmental entity, constitutes restitution and remediation for damage or harm
allegedly caused by Kroger in order to restore, in whole or part, the governmental
entity to the same position or condition that it would be in had it not suffered the
Alleged Harms; and constitutes restitution and remediation for damage or harm
allegedly caused by the potential violation of a law and/or is an amount paid to
come into compliance with the law.
12. Nothing herein is intended to modify in any way the terms of the Kroger Texas
Settlement Agreement, to which the Texas Political Subdivision hereby agrees. To
the extent this Participation and Release Form is interpreted differently from the
Kroger Texas Settlement, the Kroger Texas Settlement controls.
I have all necessary power and authorization to execute this Participation and Release
Form on behalf of the Texas Political Subdivision.
Signature:
Name: _
Title:
Date:
A-3