Okaloosa County BOCC — September 2, 2014 — reading text

http://www.imapenterprises.com e: info@imapenterprises.com p: (Local) 604-802-IMAP (4627) (Toll Free) 1-800-881-IMAP (4627) Packet Pg. 532 Date: July 2, 2014 Sales Rep: Robyn Rojek Email: rrojek@newmarketinc.com Fax No: +1 603.436.1826 NEWMARKET INTERNATIONAL, INC. ORDER FORM This Order Form for software and services (the “Order Form”) is executed by and between Newmarket International, Inc. a Delaware Corporation, with a principal office located at 75 New Hampshire Avenue, Portsmouth, New Hampshire 03801 USA (“NI”) and d/b/a Emerald Coast Conference Center (“Customer”), with a principal place of business at 1250 Miracle Strip Parkway SE, Fort Walton Beach, FL 32548, US. Acct. No: 17591 No: 3078062 Qty Unit Product Code Product Name Sales Price Total Price Services 1 Each MM-IPLAN-BLDG iPlan Building Plan $950.00 $950.00 1 Each MM-IPLAN-ENH-CM iPlan Enhanced Campus Map $2,695.00 $2,695.00 1 Each MM-IPLAN-FP-AUTOCAD iPlan Floor Plan (AutoCAD) $325.00 $325.00 27 Each MM-IPLAN-MTGROOM iPlan Meeting Room $40.00 $1,080.00 1 Each MM-IPLANENH-SETUP-04 iPlan Enhanced Setup (25k - 50k sqft; 2k - 3k sqm) $3,120.00 $3,120.00 25 Each MM-ENHANCED-SVC-01 Enhanced Room Diagram $40.00 $1,000.00 Total: $9,170.00 Subscription 1 Property MM-IPLAN-ENH-SUB-01 iPlan Enhanced Annual Subscription $5,110.00 $5,110.00 Total: $5,110.00 Pricing Expires in 90 Days General Terms. This Order Form is issued pursuant to the terms and conditions of the Master Software License Agreement (“Master Agreement”) between Newmarket International and . The total price set forth herein does not include related travel and living expenses or applicable taxes which shall be invoiced in accordance with the terms of the Master Agreement. Services Payment Terms. NI shall invoice Customer for all the Services set forth in this Order Form on an as incurred basis. Subscription Payment Terms. NI shall invoice Customer for the initial twelve (12) month subscription period (the “Initial Subscription Period”) in the amount set forth on the Order Form upon the activation of the Subscription Product. Thereafter, the Subscription Fees will automatically renew for successive one (1) year terms (the “Renewal Subscription Period”) as long as Customer (i) pays the applicable Subscription Fees when due and (ii) Customer does not terminate the subscription by providing Newmarket with at least thirty (30) days prior written notice prior to the expiration of the Initial Term or any subsequent Renewal Term, as applicable. Subscription fees for Renewal Subscription Period(s) are due and payable at the beginning of the Renewal Subscription Period, which shall be the anniversary date of activation. Configuration fees for Subscription Product(s) are due and payable thirty (30) days from the Effective Date of this Order Form. Renewal. NI reserves the right to increase Subscription fees, Hosting services fees, and Support fees for successive Renewal Subscription Period(s), Renewal Hosting Term(s), and Renewal Support Period(s) by no more than five percent (5%) per annum. Delivery Terms. FOB Shipping Point. Invoice Terms. All invoices issued hereunder are due within thirty (30) days of receipt. IN WITNESS WHEREOF, the parties hereto have caused this Order Form to be executed by themselves, or their duly authorized representatives, as of the day and year last written below (the “Effective Date”). Newmarket International, Inc. a d/b/a Emerald Coast Conference Center Packet Pg. 533 Delaware Corporation [[SertifiSStamp_2]] [[SertifiSStamp_1]] Signature Signature [[SertifiTitle_2]] [[SertifiTitle_1]] Title Title [[SertifiDate_2]] [[SertifiDate_1]] Date Date VAT/Tax Exempt No.: _________________ Purchase Order No.: __________________ Bill To: ____________________________ Address: ___________________________ ___________________________ Ship To: ____________________________ Email: _____________________________ Packet Pg. 534  BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST DATE: September 2, 2014 TO: Honorable Chairman and Members of the Board FROM: Sunil Harman SUBJECT: Stipulation for American Airlines for satisfaction of bankruptcy pre- petition claims DEPARTMENT: Airport BCC DISTRICT: All STATEMENT OF ISSUE: The Department of Airports requests that the Okaloosa Board of County Commissioners approve a Stipulation and Settlement of Claims for American Airlines. BACKGROUND: As it relates to American Airlines Bankruptcy matters, the salient facts are as follows: • American Airlines as part of its bankruptcy filing published schedule # 2040598 on 2/27/2012 for $32,730.88 in favor of Okaloosa Regional Airport as claimant. • Northwest Florida Regional Airport formerly known as Okaloosa Regional Airport filed claim # 2090 on 4/11/2012 for $32,314.31. • Invoices that comprise a schedule of payments covered the period and invoices save adjustment for partial payment on the post-petition portion of invoices show that the debt was cured. • However, a name change of the airport from Okaloosa Regional Airport to Northwest Florida Regional Airport during the ensuing period resulted in confusion and the claim being listed as a continued indebtedness. • Scheduled claim # 2040598 was not matched to claim # 2090 due to two different names being used for Northwest Florida Regional Airport. • Claim # 2090 was expunged on or around April 5, 2013 in connection with a lease cures payment paid to the airport which resolved the claim as verified by a payment schedule rum of the time-frame from the Clerk's office. • The stipulation and settlement of claims is necessary for the airline to have the court discharge the bankruptcy obligation. OPTIONS: Approve, Deny or Table the requested recommendation. RECOMMENDATIONS: The Department of Airports recommends that the Okaloosa Board of County Commissioners approve the Airline requested stipulation and settlement. As the pre- petition claim has been cured and the stipulation is necessary for the airline to seek discharge from the bankruptcy court. Furthermore, the airline is current and in good standing with the County. Packet Pg. 535 RECOMMENDED BY: APPROVED BY: Ernie Padgett, County Administrator Packet Pg. 536 Packet Pg. 537  STIPULATION AND SETTLEMENT OF CLAIMS This Stipulation (the “Stipulation”) is entered into as of August 21, 2014 (the “Effective Date”) by and among AMR Corporation and its related debtors, as debtors and reorganized debtors (collectively, the “Debtors”) and Okaloosa Regional Airport (the “Claimant”). Each of the Debtors and the Claimant are referred to herein as a “Party” and collectively, as the “Parties.” RECITALS: WHEREAS, on November 29, 2011 (the “Commencement Date”), each of the Debtors commenced voluntary cases under chapter 11 of title 11 of the United States Code before the United States Bankruptcy Court for the Southern District of New York, Case No. 11-15463 (SHL); WHEREAS, the Claimant has filed the proofs of claim or the Debtors have scheduled a claim for the Claimant, or both, (collectively the “Claims”) as set forth on Exhibit “A”; WHEREAS, on March 28, 2012, the Court entered the Amended Order Pursuant to Section 105(a) of the Bankruptcy Code and Rule 9019(b) of the Federal Rules of Bankruptcy Procedure Establishing Procedures for Settling Certain Claims (ECF No. 2055) (the “Claims Settlement Order”). WHEREAS, on October 21, 2013, the Bankruptcy Court entered the Findings of Fact, Conclusions of Law, and Order Pursuant to Sections 1129(a) and (b) of the Bankruptcy Code and Rule 3020 of the Federal Rules of Bankruptcy Procedure Confirming Debtors’ Fourth Amended Joint Chapter 11 Plan (ECF Nos. 10361, 10367) (the “Confirmation Order”), and the effective date of the Debtors’ Fourth Amended Joint Chapter 11 Plan (the “Plan”) was December 9, 2013. WHEREAS, the Debtors are authorized to resolve certain claims against the Debtors pursuant to certain requirements set forth in the Claims Settlement Order, the Plan, and the Confirmation Order. WHEREAS, the Parties seek to enter into this Stipulation to resolve the Claims set forth on Exhibit “A”; NOW, THEREFORE, after good-faith, arms-length negotiations, in consideration of the foregoing, it is hereby stipulated and agreed that: 1. The Claims listed on Exhibit “A” will be allowed in the amounts set forth therein. 2. With the exception of the right to receive distributions for allowance of the Claims set forth on Exhibit “A” pursuant to this Stipulation and the Plan, the Claimant fully, finally, and forever releases, relinquishes and discharges the Debtors, their principals, officers, directors, agents, assigns, administrators and representatives, from all rights, claims, demands, damages of any kind, and causes of action of every nature, whether known or unknown, asserted or unasserted in connection with the Claims set forth on Exhibit “A”. 3. The claims agent in the Debtors’ chapter 11 cases is authorized to adjust the claims register in accordance with this Stipulation. 4. This Stipulation contains the entire agreement between the Parties as to its subject matter and supersedes all prior agreements and undertakings between the Parties relating thereto. US_ACTIVE:\44435375\1\14013.0139 Packet Pg. 538  5. This Stipulation may not be modified other than by signed writing executed by the Parties. 6. Each person who executes this Stipulation represents that he or she is duly authorized to do so on behalf of the respective Parties and that each party has full knowledge