Resolution 1122
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RESOLUTION No. 1122
(or Equivalent Document)
WHEREAS:
1. THE CITY OF GILROY
(insert name of plaintiff)
(hereinafter referred to as !!this entityll) is a plaintiff in
one or more antitrust damage actions generally described as
the West Coast Pipe Cases.
2'. On May 5, 1967, a written "Memorandum of
Understanding for Settlement of West Coast Pipe Cases Between
All Plaintiffs and Certain Defendants!! was entered into by
counsel for plaintiffs in said cases and counsel for defen-
dants United States Steel Corporation, Kaiser Steel Corpora-
tion, Martin-Marietta Corporation, U. S. Industries, Inc.,
United Concrete Pipe Corporation and Smith-Scott Co., Inc.,
hereinafter collectively referred to as !!Settling Defendants,!!
a copy of said Memorandum of Understanding being on file in
the office of this entity.
3. Said Memorandum of Understanding provides for
payment to the designated Agent for all plaintiffs of the
sum of $21,275,000, of which sum $18,587,500 is to be paid
in cash on the closing of the settlement and $2,687,500 is
to be represented by installment promissory notes of U. S.
Industries, Inc., and United Concrete Pipe Corporation.
~. TRUST DEPARTMENT, BANK OF AMERICA, NT & SA,
300 Montgomery Street, San Francisco, California 9~102, has
been designated by plaintiffs as their Agent under said
Memorandum of Understanding.
5. In order to consummate the compromise and
settlement provided for in said Memorandum of Understanding,
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it is necessary that each plaintiff (i) ratify, affirm and
approve said Memorandum of Understanding and the compromise
and settlement provided for thereby, (ii) authorize the pay-
ment and delivery by Settling Defendants to plaintiffs' Agent
of the net settlement amount on a lump sum basis, without
responsibility on the part of Settling Defendants for the
allocation or distribution of such settlement amount as among
the plaintiffs, and (iii) authorize the execution and delivery
of a Covenant Not to Sue, dismissals of the pending actions,
and such other writings and the taking of such other action
as is required in order to effectuate said compromise and
settlement.
6. Acceptance of the compromise and settlement
provided for in said Memorandum of Understanding is in the
best interests of this entity.
NOW, THEREFORE, BE IT RESOLVED by the governing
body of this entity as follows:
1. Said Memorandum of Understanding for Settlement
of West Coast Pipe Cases Between All Plaintiffs and Certain
Defendants dated May 5, 1967, and the compromise and settle-
ment provided for thereby, are hereby ratified, affirmed and
approved.
2. The designation of TRUST DEPARTMENT, BANK OF
AMERICA, NT & SA, 300 Montgomery Street, San Francisco,
California 9~102, as Agent for all plaintiffs is hereby
ratified, affirmed and approved.
3. Payment and delivery by the Settling Defendants
to plaintiffs' Agent of the settlement amount of $21,275,000
represented by the cash amount and the notes hereinabove
referred to, without responsibility on the part of Settling
Defendants for the allocation or distribution of said
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settlement amount as among plaintiffs, are hereby authorized
and approved.
~. The President or Vice President (or equivalent
officers) and Secretary or Assistant Secretary (or equivalent
officers) of this entity are hereby directed, authorized and
empowered to execute and deliver, on behalf of this entity,
as its act and deed, and under its seal, a Covenant Not to
Sue in the form attached hereto as Exhibit A.
5. Counsel of record in said damage actions for
this entity are hereby directed, authorized and empowered,
on its behalf and as its act and deed, to execute, deliver
and file dismissals in such form as may be agreed to pursuant
to said Memorandum of Understanding, to execute and deliver
such other writings, and to take any.and all other action
which may be required of this entity in order to effectuate
and consummate the compromise and settlement provided for in
said Memorandum of Understanding.
APPROVED: ,
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Mayor
;;t.. ' AY;:2S COUNC I L MEMBERS: All emand, Duff i n ,Kennedy, Jr. ,Qua rt i ro 1 i ,
Atte t: ~ Silva,Wentworth, and Goodrich.
. 0 . COUNCIL MEMBERS: None
O.:,k/tht11. " 'l /U ./ CERTIFICATE ABSENT: COUNCI L MEMBERS: None
City Clerk
The ndersigned hereby certifies that he is the duly
elected, qualified and acting -fP r ~ -e- ~
(in~ ti tIe 01cer-tfry'/ng offi-~r)
~ the entity named above and that the attached and foregoing
is a full, true and correct copy of a resolution duly and
regularly adopted by the CITY COUNCIL, CITY OF GILROY
(insert name of board of governing body)
thereof at a meeting duly and regularly called, noticed and
held on the S-tt. day of JIJ17e., 1967, at which a quorum was
present; and that said resolution has not been altered or
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amended and is still in full force and effect.
IN WITNESS WHEREOF, the undersigned has hereunto
set his hand and affixed the official seal of said entity
this ft,r{; day o~, 1967.
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insert signature
ertifying officer
City Clerk
(insert title of certifying officer)
(AFFIX SEAL)
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