2002-137-RES APPROVE/AUTHORIZE EXECUTION OF COMPROMISE, SETTLEMENT AND RELEASE IN CITY OF DENTON, TX ET AL VS TEXAS UTILITIY COMPANY ET AL

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7. WARRANTY AS TO OWNERSHIP OF CLAIMS AND AUTHORITY / A. The City warrants and represents that it is the owner of the claims being compromised, settled, discharged and released pursuant to this Agreement and each further warrants and represents that it has not previously assigned all or any part of ", such claims to another entity or person. The City warrants and represents that there are no liens of any nature, assignments or subrogation interests in or to the money paid to the City under the terms of this Agreement. B. The TXU Defendants warrant that the person(s) executing this Agreement on their behalf has authority to bind the entity for whom such person signs this Agreement. 8. NO ADMISSION OF LIABILITY This Agreement is made to compromise, terminate and to constitute an accord and satisfaction of all of the claims released by this Agreement and the TXU Defendants admit no liability, fault or wrongdoing of any nature or kind whatsoever and expressly deny and disclaim any liability, fault or wrongdoing alleged or which could have been alleged with regard to the claims ~~serted in the Litigation. 9. RECOVERY OF DAMAGES DUE TO BREACH In the event of breach by any party of the terms and conditions of this Agreement, a non- breaching party shall be entitled to recover all expenses as a result of such breach, including, but not limited to, reasonable attorneys' fees and costs. MISCELLANEOUS PROVISIONS 10. It is understood and agreed that all agreements and understandings by and between the parties to this Agreement with respect to the Litigation, the settlement ofthe Litigation and the payment of franchise fees are expressly embodied in this Agreement and that this Agreement supersedes any and all prior agreements, arrangements or understandings between the parties relating to the claims COMPROMISE. SETILEMENT AND RELEASE AGREEMENT - Pal!e 7