SETTLEMENT AGREEMENT BETWEEN AND AMONG THE UNITED STATES OF AMERICA, [redacted], THE CITY OF HARTFORD, et al., UNDER THE ADA

III. Enforcement and Implementation

20. If the United States believes that any of the XL Center Parties has failed to comply in a timely manner with any requirement of this Agreement without obtaining sufficient advance written agreement with the United States for a modification of the relevant terms, the United States will so notify each of the XL Center Parties in writing, and the Parties will attempt to resolve the issue or issues in good faith. If the United States is unable to reach a satisfactory resolution of the issue or issues raised within thirty (30) days of the date it provides notice to the XL Center Parties, it may institute a civil action in federal district court to enforce the terms of this Agreement or the requirements of titles II and III of the ADA.

21. Failure by the United States to enforce this Agreement with respect to any deadline or other provision herein will not be construed as a waiver of the United States’ right to enforce other deadlines and provisions of this Agreement.

22. This Agreement shall be binding on the University (paragraphs Q and R), and on the XL Center Parties and their agents and employees. In the event the City, CI, AEG or Northland, or any one of them, seeks to transfer or assign all or part of any its interest as an owner, operator, lessor or lessee in the XL Center as covered by this Agreement, and the successor(s) or assignee(s) intend(s) to carry on the same or similar use of the facility, then, as a condition of such sale or transfer, the City, CI, AEG or Northland, as applicable, shall obtain the written accession of the successor(s) or assignee(s) to any obligations remaining under this Agreement for the remaining term of this Agreement. The Parties acknowledge that upon the termination of the XL Center sublease and operating agreement between AEG and CI, AEG and CI shall provide written documentation of such termination, which documentation shall satisfy AEG’s obligations under this Paragraph V. At such time as such sublease and operating agreement is terminated, CI shall provide written documentation of the accession to this Agreement of the successor operator of the XL Center.

23. The Parties acknowledge and agree that nothing in this Agreement shall be construed as a waiver by the State of Connecticut or the University of any rights or defenses of sovereign immunity, which they may have had, now have, or will have with respect to all matters arising out of this Agreement.

24. The Agreement shall remain in effect for three (3) years from its Effective Date (as defined below in paragraph CC.).

25. A copy of this document or any information contained in it will be made available to any person upon request, by the XL Center Parties or the United States.

26. This Agreement constitutes the entire agreement between the Parties on the matters raised herein, and no other statement, promise, or agreement, either written or oral, made by either party or agents of either party, that is not contained in this written Agreement will be enforceable. This Agreement does not purport to remedy any other potential violations of the ADA or any other federal law. This Agreement does not affect the continuing responsibility of the XL Center Parties to comply with all aspects of the ADA.

27. This Agreement may be executed in counterparts which, when taken together as a whole, shall constitute the complete document, and a facsimile, copy or pdf signature shall have the same force and effect as an original signature.

28. The Effective Date of this Agreement is the date of the last signature below.

29. The Parties understand and agree that this Agreement (and its execution by the Parties) does not constitute an admission of liability under the ADA by CI, the University, the City, AEG or Northland.

30. Any notice or communication required to be in writing shall be effectively given if addressed to the Party to be notified and deposited with the US Postal Service using certified or registered mail, postage prepaid with return receipt requested, or shipped by a recognized overnight delivery service, or delivered in person or sent by facsimile transmittal (with transmission confirmation). A notice shall be effective, unless otherwise stated in this Agreement: (a) three (3) business days after it is deposited with the US Postal Service; (b) one (1) business day after being sent by recognized overnight delivery service; (c) upon delivery if delivered in person with written receipt confirmation; and (d) the date of receipt of a facsimile transmission confirmed by telephonic acknowledgment or the first business day thereafter if transmitted other than on a business day or after 5:00 p.m. Hartford, Connecticut time. For purposes of notice, the addresses of the Parties shall, until changed as hereinafter provided, be as follows:

To the United States:     

Lisa E. Perkins 
David C. Nelson
Assistant United States Attorneys
450 Main Street, Room 328
Hartford, CT 06103
Facsimile: (860) 760-7979

To [redacted]:                   [Redacted]

with a copy to:               

Gary Phelan, Esq. 
Cohen and Wolf, P.C.
320 Post Road West
Westport, CT 06880
Facsimile: (203) 394-9901

To CI:                             

Connecticut Innovations, Inc.
865 Brook Street
Rocky Hill, CT 06067
Attn: Philip B. Siuta, Sr. Vice President/Controller
Facsimile: (860) 563-4877

with a copy to:                 

Mary Jo Andrews, Esq.
Shipman & Goodwin LLP
One Constitution Plaza
Hartford, CT 06103
Facsimile: (860) 251-5213

To the City:                     

Chief Operating Officer
City of Hartford 
550 Main Street
Hartford, CT 06103
Attn: Corporation Counsel, Saundra Kee Borges, Esq. 
Facsimile: (860) 722-8114

with a copy to:               

Catharine H. Freeman
Assistant Corporation Counsel
City of Hartford
550 Main Street
Hartford, CT 06103
Facsimile: (860) 722-8114

To the University:         

Richard Gray
Executive Vice President and Chief Financial Officer University of Connecticut
352 Mansfield Road, Unit 1122
Storrs, CT 06269-1122
Facsimile (860) 486-1070

with a copy to:               

Holly Bray
Assistant Attorney General
University of Connecticut
Mansfield, CT 06268

To AEG:                         

John E. Keenan III
AEG Entertainment Group
800 W. Olympic Blvd., Suite 305

with a copy to:               

Daniel A. Schwartz, Esq.
Pullman & Comley LLP 
90 State House Square
Hartford, CT 06103

To Northland:                 

Northland Tower Block, LLC and
Northland Trumbull Block, LLC
2150 Washington Street
Newton, MA 02462
Attn: Peter M. Standish, Jr.
Facsimile: 617-965-7101

with a copy to:               

Suzanne Abair
Sr. Vice President and General Counsel 
Northland Investment Corporation
2150 Washington Street
Newton, MA 02462
Facsimile: 617-965-7101

Each Party shall have the right to change the place or person to which notices shall be sent by delivering a notice to the other Parties in the manner provided above in this paragraph.