CITY OF FAIRFIELD
FAIRFIELD CITY COUNCIL
SPECIAL MEETING
CLOSED SESSION
TUESDAY, MARCH 21, 2023; 5:30 PM
CITY MANAGER'S OFFICE, 1000 WEBSTER STREET, 4TH FLOOR,
FAIRFIELD, CA 94533 OR VIA ZOOM
AGENDA -
MINUTES
CALL TO ORDER
Vice Mayor Pam Moy called the meeting to order at 5:30 p.m. City Attorney David Lim called roll.
Present in person were Councilmembers Doug Carr, Doriss Panduro, Scott Tonnesen, Rick Vaccaro, K.
Patrice Williams, Vice Mayor Pam Bertani, City Manager David Gassaway, and City Attorney David Lim.
Mayor Cat Moy was absent.
No one was present via Zoom.
Public speakers wished to speak to Item #1 but were late to the meeting. Vice Mayor Bertani went into a closed session on Items #2 and #3.
r
The City Council went into a closed session on Items #2 and #3 (Existing litigation involving Ahmed Saeed and Smoke Shop N More) with City Attorney David Lim and City Manager David Gassaway.
The City came out of the closed session and went back into the open session. City Attorney Lim invited members of the public to speak at public comments. Chuck Krause, Rohit Ranchhod, and AM Patel made public comments'on Item #1. After their comments, Mr. Krause, Mr. Ranchhod, and Mr. Patel left the room.
The council went into closed session on Item #1 (Real estate transaction at 3365 and 3350 North Texas Street) with City Attorney David Lim, City Manager David Gassaway, Interim Community Development Director David Feinstein, and City Staffers ,Dwayne Dalman and Jennifer Rice.
The City came out of a closed session. City Attorney David Lim reported that as to Items #2 and #3, the City Council, by a vote of 6-0, authorized the settlement of both the State and Federal matters with a non -judicial settlement agreement in the amount of $11,000 to be paid to the City and an agreement to dismiss both Court matters.
The meeting was adjourned at,6:09 PM.
City Attorney
Vice -Mayor Pam Bertani`
SETTLEMENT AGREEMENT AND RELEASE
This Settlement Agreement and Release ("Agreement") was entered into as a settlement on March 22, 2023 between and among the City of Fairfield ("City".), and Ahmed Saeed ("Mr.
Saeed") and Smoke Shop N More LLC ("Smoke Shop"), collectively referred to as "the parties".
Pursuant to the settlement, the parties agree as follows:
RECITALS
A. WHEREAS, on September 7, 2022 City staff revoked the business license of Mr.
Saeed and the Smoke Shop located at 13 06-13 10 West Texas Ave. in the City of Fairfield, County of Solano, State of California; and
B. WHEREAS, on January 17, 2023, the City Council of the City of Fairfield heard an appeal brought by Mr. Saeed and the Smoke Shop regarding the revocation of the business license, and the City Council affirmed said revocation; and C. WHEREAS, on January 15, 2023, Mr. Saeed filed a civil rights complaint against the City and various City staff in the United States District Court, Eastern District of California under case number 2:23-cv-00087 ("the Federal Case"); and D. WHEREAS, on February 23, 2023, the City filed a Motion for Preliminary Injunction and Permanent Injunction against Mr. Saeed and the Smoke Shop to prohibit Mr. Saeed and the Smoke Shop from continuing to operate in the City without a business license in the Solano County Superior Court under case number FCS059677 ("the State Case"); and E. WHEREAS, the City anticipates issuing a business license to Abdulalem Mohammed Alatri, relating to 1306-1308 West Texas Ave. in the City of Fairfield, County of Solano, State of California, to operate a similar smoke shop business; and F. WHEREAS, it is the desire of the parties to this Agreement to effect a full and complete compromise, settlement and resolution of any and all potential causes of action that could be brought by the City, Mr. Saeed, and the Smoke Shop. The parties acknowledge that all claims and causes of action (whether past, present or future) are disputed, including with respect to existing facts, and this settlement is not intended to be and shall not be treated as an admission of facts, liability or responsibility by any of the parties in any manner whatsoever. The statements herein set forth are intended as efforts to compromise pursuant to Section 1152 of the California Evidence Code.
NOW, THEREFORE, in consideration of the mutual covenants, conditions and promises contained herein, the parties agree as follows:
1. The Parties agree they will not file any further lawsuits or bring any other claims of any sort against the other parties based on the matters described within this Agreement, except as necessary to enforce the provisions of this Agreement.
2. The City shall dismiss the State Matter filed as Solano County Superior Court case number FCS059677 within 10 (ten) business days of the execution of this Agreement by both Parties.
3. Mr. Saeed shall dismiss the Federal Matter filed in in the United States District Court, Eastern District of California under case number 2:23-cv-00087 within 10 (ten) business days of the execution of this Agreement by both Parties.
4. The City shall issue a business license to Abdulalem Mohammed Alatri, relating to 1306-1308 West Texas Ave. in the City of Fairfield, County of Solano, State of California, to operate a similar smoke shop business, on or before March 21, 2023.
5. The Parties forgo, waive, release and relinquish any and all claims or rights to pursue a claim or lawsuit or any of the other Parties to this Agreement before any City, County, State, Federal or other governmental agency or court concerning the matters described within this Agreement, and any and all claims raised or which could have been raised in connection with the matters described within this Agreement under Federal or State law, including Constitutional, tort, contract or statutory claims.
6. This Settlement Agreement, waiver and release shall redound to and is for the benefit of the Parties and their agents, servants, officials, owners, successors and assigns, attorneys, insurers and all other persons affiliated with the Parties. a. Parties acknowledges the provisions of section 1542 of the Civil Code of the State of California, and hereby knowingly waives the benefit of such provisions on its behalf, and understands that said section provides as follows:
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 and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.
7. Mr. Saeed and the Smoke Shop shall pay a settlement fee to "City of Fairfield" in the amount of $11,000 (Eleven Thousand Dollars) within 10 (ten) business days of the execution of this Agreement by both Parties. In exchange for this payment, the City shall dismiss and discharge all citations issued against Mr. Saeed and the Smoke Shop. City agrees that the referenced payment satisfies all. citations against Mr. Saeed, the Smoke Shop, and their property managers and/or landlords which may be attributable to the operation of the Smoke Shop. Payment of this settlement fee by Mr. Sated and the Smoke Shop shall not constitute an admission of facts, liability or responsibility by Mr. Saeed, the Smoke Shop, or their property managers and/or landlords.
8. Other than the settlement fee described in Paragraph #7 of this Agreement, the Parties to this Settlement Agreement, and each party on whose behalf it is entered shall bear the responsibility to pay its own attorneys' fees, experts or consultants' fees, and costs incurred, or
that have arisen from the matters described in the Agreement and in pursuing or defending against claims or potentialclaimscontained within the Agreement.
9. Parties hereby warrants that, except for the Agreement, it has not and does not intend to file or commence any other type of legal or administrative proceeding with any person, legal entity, City, County, State or Federal governmental or administrative agency or court concerning the facts and circumstances relating to the Incidents or the Claim under state and Federal laws and Constitutions.
10. This Settlement and Release Agreement is binding upon and shall redound to the benefit of the Parties and their present and former agents, servants, employees, officers, owners, representatives, successors -in -interest, and assignees.
11. Parties understand, acknowledge and agree to the special conditions as follows:
a. Liability for all claims is disputed, and this final compromise and settlement agreement shall never be construed as an admission of liability or responsibility by the Parties at any time for any purpose. b. Parties understand, acknowledge and agree that it is possible that other damages or claims arising from the matters described in this Agreement not known now will develop or be discovered, or consequences or results of known injuries and damages or any other claims may develop, worsen or be discovered, and this final compromise and release is expressly intended to cover and include, and does cover and include, any past, present and future or results of known or unknown injuries or damages or claims, including all rights, claims or causes of action based thereon that relate to the matters in this agreement now known or unknown to the Parties.
12. This Settlement Agreement and Release, and any rights or obligations pursuant to it, are not assignable by any party without written consent of the other Parties.
13. The Parties acknowledge that they each have been represented by counsel:
a. Mr. Saeed and the Smoke Shop have been represented by Alfonso Poird of Reynolds Law, LLP.
b. City of Fairfield has been represented by City Attorney David Lim.
Parties acknowledge that they have discussed this Agreement with their counsel, been advised of and understand its meaning, and have been advised of and understand its legal consequences. Parties freely and voluntarily enter into this Agreement and assume the responsibility of its legal consequences.
14. This Settlement Agreement and Release may be executed in one or more digital counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same Settlement Agreement and Release.
15. This Agreement was entered into following negotiations between the attorneys for the Parties and the Settlement Agreement and Release shall be construed and interpreted in accordance with the laws of the State of California.
16. A faxed, copied and/or other electronic representation/impression of Parties original signatures on this original document or on a faxed, copied, and/or other electronic representation/impression of it shall have the same legal force and effect as any of the original signatures and the original document.
17. If any term of this Agreement is, in whole or in part, held to be illegal or unenforceable to any extent under any enactment or rule of law, that term or part shall to that extent be deemed not to form part of this Agreement and the enforceability of the remainder of this Agreement shall not be affected.
IN WITNESS WHEREOF, the parties hereto enter into this Settlement Agreement and Release. Each person signing this Agreement represents and warrants that he or she has been duly authorized to enter into this Agreement by the person or entity on whose behalf the person is signing.
PLEASE READ CAREFULLY. THIS SETTLEMENT AGREEMENT AND GENERAL RELEASE INCLUDES A RELEASE OF ALL KNOWN AND UNKNOWN CLAIMS.
DATED 2023
Ahmed Saeed
DATED 3 , 2023
Smoke Shop N More, LLC
By: e gyne k'
Officer
4 ATTORNEY CERTIFICATION
I, Alfonso Poire, do hereby certify that I am the attorney of record for the above named Ahmed Saeed and Smoke Shop N More, LLC and that my client(s), to the best of my knowledge, are capable of understanding the contents of this Agreement, each provision of which I have fully explained to them and I am satisfied that my clients and to eed-tp and accepted these terms.
DATED: 07 32023
Alfo oir
DATED 3 ZZ 2023
DATED Q2023
DATED 3/2 1 .2023
City Manager
Catherine Moy
Mayor, City of Fairfield
David G. Lim
City Attorney
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HOP N MORE LLC
FAIRFIELD' CA 94533
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INSTRUCTIONS TO CANCEL ESCROW
TO: Placer Title Company
DATE: March 24, 2023
1300 Oliver Rd., Suite 120
ESCROW NO.: P-344429
Fairfield, CA 94534
PROPERTY:
3360 North Texas Street
Fairfield, CA 94533
To Whom it May Concern:
I/We, Fairfield Partners I, LLC, a California limited liability company and APRR Management LLC, a California limited liability company; the purchasers; The City of Fairfield, a California municipal corporation, the sellers; and the real estate brokers who are the undersigned parties to this transaction, instruct you to cancel this escrow.
Upon receipt of mutually agreeable instructions signed by all the parties hereto, this escrow is canceled in its entirety.
You are instructed to disburse funds on deposit as follows:
To Buyer(s) $62,500.00
You are further instructed to return any pertinent documents on deposit in this escrow directly to the respective parties entitled thereto.
Upon execution of these instructions by all parties to escrow, each party, together with Escrow Holder, shall be released and relieved of and from any and all further responsibility and/or liability or obligation in the performance of duties of any further processing of or for the escrow.
❑ Unless this box is checked, cancellation of this escrow shall also be deemed cancellation of the underlying purchase and sale agreement between the parties hereto.
NOTICE
California Civil Code Section 1057.3 provides that any Buyer or Seller who fails to execute instructions to release funds on deposit within 30 days following a written demand for return of funds deposited in escrow by the other party shall be liable to the person making the deposit for all of the following:
1. The amount of the funds deposited in escrow not held in good faith to resolve a good faith dispute.
2. Damages of treble the amount of the funds deposited in escrow not held to resolve a good faith dispute, but liability under this paragraph shall not be less than $100.00 or more than $1,000.00-
3. Reasonable attorneys' fees incurred in any action to enforce this section.
THIS DOCUMENT CANNOT BE ELECTRONICALLY OR DIGITALLY SIGNED (i.e. — Docusign, Alanna or other esignature software)
SELLER BUYER
f
The City of Fairfield, a Cal' is municipal APRR Management, LLC, a Califomia limited corporation / liability, company
By: ! By:
David Gassaway, tfity na Rohit Ranchod, managing member BUYER'S ADDRESS:
LISTING AGENT:
By: Authorized Signer
RECEIVED: Placer Title Company
By:
Chirayu Patel, managing member
SELLING AGENT:
Chuck Krouse, Broker
By: Authorized Signer
BY: DATE:
r•-..nm;.., lnsaveiiom-Reim]
INSTRUCTIONS TO CANCEL ESCROW
TO: Placer Title Company
DATE: March 24, 2023
1300 Oliver Rd., Suite 120
ESCROW NO.: P-344429
Fairfield, CA 94534
PROPERTY:
3350 North Texas Street
Fairfield, CA 94533
To Whom it May Concern:
I/We, Fairfield Partners I, LLC, a California limited liability company and APRR Management LLC, a California limited liability company, the purchasers; The City of Fairfield, a California municipal corporation, the sellers; and the real estate brokers who are the undersigned parties to this transaction, instruct you to cancel this escrow.
Upon receipt of mutually agreeable instructions signed by all the parties hereto, this escrow is canceled in its entirety.
You are instructed to disburse funds on deposit as follows:
To Buyer(s)
$62,500.00
You are further instructed to return any pertinent documents on deposit in this escrow directly to the respective parties entitled thereto.
Upon execution of these instructions by all parties to escrow, each party, together with Escrow Holder, shall be released and relieved of and from any and all further responsibility and/or liability or obligation in the performance of duties of any further processing of or for the escrow.
❑ Unless this box is checked, cancellation of this escrow shall also be deemed cancellation of the underlying purchase and sale agreement between the parties hereto.
NOTICE
California Civil Code Section 1057.3 provides that any Buyer or Seller who fails to execute instructions to release funds on deposit within 30 days following a written demand for return of funds deposited in escrow by the other party shall be liable to the person making the deposit for all of the following:
1. The amount of the funds deposited in escrow not held in good faith to resolve a good faith dispute.
2. Damages of treble the amount of the funds deposited in escrow not held to resolve a good faith dispute, but liability under this paragraph shall not be less than $100.00 or more than $1,000.00.
3. Reasonable attorneys' fees incurred in any action to enforce this section.
THIS DOCUMENT CANNOT BE ELECTRONICALLY OR DIGITALLY SIGNED (i.e. — Docusign, Alanna or other e-signature software)
SELLER BUYER
The City of Fairfield, a California municipal
corporation
Bv-
David Gassaway, City Manager
BUYER'S ADDRESS:
LISTING AGENT:
By: Authorized Signer
RECEIVED: Placer Title Company r
BY:
APRR Management, LLC, a California limited
liability qornpany
By: L .I L
Rohit Ranchod, managing member
By:
Chirayu Patel, managing member
SELLING AGENT:
Chuck Krouse, Broker
By: Authorized Signer
DATE:
Cm ll.c.. Mmai--Retail
■ •.a.a. z wrnv I v _ V-O%.* UVV
TO: Placer Title Company
1300 Oliver Rd., Suite 120
Fairfield, CA 94534
To Whom it May Concern:
DATE: March 24, 2023
ESCROW NO.: P-344429
PROPERTY:
3350 North Texas Street
Fairfield, CA 94533
I/We, Fairfield Partners I, LLC, a California limited liability company and APRR Management LLC, a California limited liability company, the purchasers; The City of Fairfield, a California municipal corporation, the sellers; and the real estate brokers who are the undersigned parties to this transaction, instruct you to cancel this escrow.
Upon receipt of mutually agreeable instructions signed by all the parties hereto, this escrow is canceled in its entirety.
You are instructed to disburse funds on deposit as follows:
To Buyer(s)
$62,500.00
You are further instructed to return any pertinent documents on deposit in this escrow directly to the respective parties entitled thereto.
Upon execution of these instructions by all parties to escrow, each party, together with Escrow Holder; shall be released and relieved of and from any and all further responsibility and/or liability or obligation in the performance of duties of any further processing of or for the escrow.
❑ Unless this box is checked, cancellation of this escrow shall also be deemed cancellation of the underlying purchase and sale agreement between the parties hereto.
NOTICE
California Civil Code Section 1057.3 provides that any Buyer or Seller who fails to execute instructions to release funds on deposit within 30 days following a written demand for return of funds deposited in escrow by the other party shall be liable to the person making the deposit for all of the following:
1. The amount of the funds deposited in escrow not held in good faith to resolve a good faith dispute.
2. Damages of treble the amount of the funds deposited in escrow not held to resolve a good faith dispute, but liability under this paragraph shall not be less than $100.00 or more than $1,000.00.
3. Reasonable attorneys' fees incurred in any action to enforce this section.
THIS DOCUMENT CANNOT BE ELECTRONICALLY OR DIGITALLY SIGNED (i.e. — Docusign, Alanna or other e-signature software)
SELLER BUYER
The City of Fairfield, a California municipal APRR Management, LLC, a California limited corporation liability company
Bv:
David Gassaway, City Manager
BUYER'S ADDRESS:
By:
Rohit Rancho ,-mane g member
B•
Chi el, managing member
LISTING AGENT: SELLING AGENT:
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