HENRY R. WILHOIT, Jr., District Judge.
This matter is before the Court upon Defendants Gateway Area Development, Inc. and Gail Wright's Motion to Enforce Settlement Agreement and Dismiss All Plaintiffs Claims [Docket No. 58]. The motion has been fully briefed by the parties [Docket Nos. 58-1, 59 and 62] and for the reasons stated herein, the Court finds that the settlement agreement is enforceable and, as such, Plaintiffs claim will be dismissed.
The present action arises out of Mr. Cope's termination from employment with Gateway Area Development District, Inc. ("GADD") and subsequent litigation. This lawsuit has traveled a lengthy and tortured path. Ultimately, in a notice filed on March 2, 2016, the parties jointly informed the Court that they had reached a settlement agreement and that they only needed to finalize a release agreement to complete the settlement.
Weeks of negotiating the language of the agreement followed, including revisions of language in the release and inclusion of an indemnification provision. Copies of the emails between counsel are attached to Defendants' motion. The emails confirm they reached a final agreement on the language of the release.
On April 15, 2016, after having had 23 days to consider the release language, Plaintiffs counsel emailed undersigned counsel stating:
[Docket No. 58-7, Email Exchange between Tony Bucher, counsel for Plaintiff, and D. Bany Stilz, counsel for GADD and Ms. Wright, dated April 15 and 18, 2016] (emphasis added). Plaintiffs counsel excerpted the language of the agreement his client wished to change and bolded and capitalized the proposed revisions. Id. Defendants' counsel responded on April 18, 2016:
Id.
As indicated in the email, Defendants' counsel attached a revised version of the Release Agreement, which incorporated the Plaintiffs requested revisions and made no other changes.
Despite those assurances, however, the Plaintiff refused to sign the agreement.
Defendants seek entry of an Order enforcing the agreement. In his response to Defendants' motion, Plaintiff does not dispute the existence of an agreement, but asks that the Court insert additional terms into it; terms that are not present in the Release, as written, nor agreed upon by the paiiies.
Settlement agreements are essentially a type of contract, and as such, they are subject to contract principles. Hageman v. Signal L.P. Gas, Inc., 486 F.2d 479, 487 (6th Cir.1973). Furthermore, when there is a question regarding the existence of a valid settlement agreement between parties, the substantive law governing contracts generally should be applied. See Bamerilease Capital Corp. v. Nearburg, 958 F.2d 150, 152 (6th Cir. 1992) (reversing district court that failed to apply state contract law in determining the existence of a settlement agreement). Kentucky law is well established regarding what is required to create a valid contract: "The fundamental elements of a valid contract are `offer and acceptance, full and complete terms, and consideration.'" Energy Home, Div. of S. Energy Homes, Inc. v. Peay, 406 S.W.3d 828, 834 (Ky. 2013).
Agreements to settle disputed legal claims are enforceable if they meet the requirements of contracts generally. See Cantrell Supply, Inc. v. Liberty Mut. Ins. Co., 94 S.W.3d 381, 384 (Ky. App. 2002). The fact that a party will not execute a written agreement is no bar to its enforcement:
Dohrman v. Sullivan, 220 S.W.2d 973, 975 (Ky. 1949).
Applying these principles establishes that, in this case, the pa1iies reached an enforceable settlement agreement. The record clearly establishes that the parties filed a joint notice with the Court on March 2, 2016 to infotm the Court that they had reached a tentative settlement subject only to
Plaintiff did not raise any issue until almost three weeks after his counsel explicitly assured Defendants' counsel that he had spoken with Plaintiff and that Plaintiff agreed to execute the Agreement, with a few modifications, which Defendants included in the Agreement. At that point, both parties expressed assent to the Release Agreement, which now constitutes an enforceable settlement requiring the dismissal of Plaintiffs claims.
Plaintiff does not address the language of his counsel's April 15, 2016 email. Instead, Plaintiff attempts to argue that the fact that Defendants refuse to agree to additional terms serves as evidence that there was never a "meeting of the minds." Yet, there is nothing in the record which supports his argument. To the contrary, there was a meeting of the minds, as evidenced by the documents detailing months of negotiations.
Furthermore, the Court is not inclined to indulge Plaintiffs implication that a contract may be undone, under the guise of judicial "clarification" of its terms.
Accordingly, IT