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1.8 Settlement Amount shall mean that total amount listed in Section 4.1, which has been
<br />agreed upon between the USOR Site PRP Group and City of La Porte to fully resolve City of La Porte
<br />liability with respect to Covered Matters at the USOR Site.
<br />1.9 Settling Parties shall mean the USOR Site PRP Group and City of La Porte.
<br />1.10 TSWDA shall mean the Texas Solid Waste Disposal Act, Tex. Health & Safety Code
<br />Ann. § 361.001 et seq.
<br />1.11 USOR Site shall mean the U.S. Oil Recovery Superfund Site, which encompasses
<br />approximately 18 acres and consists of two separate properties located at the former U.S. Oil Recovery facility
<br />at 400 N. Richey Street and the MCC Recycling facility at 200 N. Richey Street, respectively, in the City of
<br />Pasadena, Harris County, Texas, as well as any area where hazardous substances that migrated from the USOR
<br />Site have come to be located.
<br />1.12 USOR Site Case shall mean the case pending in the United States District Court for the
<br />Southern District of Texas, Houston Division, styled USOR Site PRP Group v. A&M Contractors, et al., No.
<br />4:14-cv-02441 (S.D. Tex.).
<br />1.13 USOR Site PRP Group shall mean the entities identified on Exhibit A to this Settlement
<br />Agreement, and their respective owners, shareholders, officers, directors, employees, predecessors, successors,
<br />affiliates, agents and assigns, whether pursuant to contract, by operation of law, or otherwise, in their own right,
<br />and as assignees of all entities who have or will assign their CERCLA and TSWDA cost-recovery and
<br />contribution rights to the USOR Site PRP Group.
<br />1.14 City of La Porte shall mean City of La Porte, Texas including without limitation the City
<br />of La Porte Economic Development Corporation and any other entity created by the City, and the past, present
<br />and future boards, bureaus, departments, agencies, instrumentalities, districts, authorities, officers, directors,
<br />members, employees, successors, predecessors, agents, and assigns, whether pursuant to election, appointment,
<br />contract, by operation of law, or otherwise of the City and such entities; however, City of La Porte does not
<br />include any other defendants named in the USOR Site Case.
<br />2. Purpose.
<br />The terms of this Settlement Agreement shall control the manner and means by which the Settling
<br />Parties will settle claims and causes of action by and among each other at the USOR Site pursuant to CERCLA,
<br />the TSWDA and federal and State common law, as to Covered Matters.
<br />3. Nature of Settlement Agreement.
<br />The Settling Parties acknowledge that the consideration tendered and received herein, the promises,
<br />undertakings and agreements made, and the execution of this Settlement Agreement, are in compromise and
<br />settlement of disputed claims and are not admissions of liability on the part of any of them, and that each of the
<br />Settling Parties is willing to perform its obligations hereunder for the purpose of resolving their differences and
<br />to avoid the burden and expense of protracted litigation relating to the Covered Matters. Neither this Settlement
<br />Agreement, nor any performance hereunder by any Settling Party, shall create any rights on behalf of any other
<br />person or entity not a party hereto. Notwithstanding the foregoing, this Settlement Agreement shall be fully
<br />hing herein
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