that would be proved is Sherman's negligence in failing to determine the effect of the Lipman Lease when applied to the Reading property, before agreeing to its terms. That negligence bars any relief from his own "mistake". Stone v. C.I.T. Corporation, 122 Pa. Super. 71, 184 A. 674 (1936).
MSI has attempted to resolve this dispute since June of 1983 through its Vice-president, Ronald T. Hofmeister, and its counsel. We find those efforts to have been entirely in good faith, and taken with candor and frankness. This Court specifically finds that MSI was not on notice of any "mistake" by Sherman even if the same did exist, and that MSI negotiated for, and agreed to, the second settlement in good faith. MSI's refusal to rely on anyone's understanding of "net," and its insistence on reaching actual terms and wording of the proposed lease not only demonstrates an honest effort to avoid the very dispute now before the Court, but served to put Sherman on notice of its very clear intentions. If Sherman failed to heed that notice, this Court will not relieve him of his error.
It is obvious to this Court that on the 30th of September, 1983, all parties to these actions reached a full settlement with a complete understanding of its terms, and that the Final Purchase Agreement accurately sets out the terms of that settlement. The lease document proposed by MSI and tendered to Sherman on October 25, 1983, was the lease described in the Final Purchase Agreement and should have been executed by Sherman.
Finally, this Court feels compelled to add that in reaching these conclusions, it has accepted certain testimony, and rejected other testimony. It is painfully aware that its conclusions involve findings of fact inconsistent with the evidence given by some witnesses. Yet the unpleasantness of making a decision on credibility does not mean that the decision is difficult. Here, the Court is left with a profound and deep belief in the correctness of the facts as found by it. Evidence to the contrary has been carefully weighed, yet confidently rejected.
THE EFFECT OF THE FINAL PURCHASE AGREEMENT
An agreement to settle a lawsuit is binding upon the parties. Gross v. Penn Mutual Life Insurance Company, 396 F. Supp. 373 (E.D. Pa. 1975), and the many cases cited therein. While the presence of issues as to the formation of the Agreement or its terms may obligate a court to afford the parties a hearing on the issues raised ( Hobbs & Co., Inc. v. American Investors Management, 576 F.2d 29 (3d Cir. 1978)), if no reasonable alternative interpretation to the wording of an agreement is suggested, then the writing will be enforced as the Court reads it on its face. United Refining, supra.
Nonetheless, Sherman's allegations of "mistake" have been heard, carefully reviewed, and found to be totally without merit.
The above constitutes the Court's Findings of Fact and Conclusions of Law. As a result of these findings and conclusions, an appropriate order shall issue. [EDITOR'S NOTE: The following court-provided text does not appear at this cite in 581 F. Supp.]
AND NOW, this 24th day of February, 1984, IT IS ORDERED that:
1. Medicine Shoppe International, Inc.'s Second Motion to Reopen and Enforce Settlement Agreement, and for Summary Judgment in Accordance with Settlement is GRANTED;
2. The final Purchase Agreement is enforceable according to its terms;
3. Plaintiff in Civil Action Number 79-1351 and all defendants in Civil Action Number 83-1965 be, and hereby are, ORDERED to perform the terms of the Final Purchase Agreement;
4. Sherman, and each of them, be and hereby are ORDERED to execute the lease proffered by MSI to them on the 25th day of October, 1983;
5. MSI be and hereby is GRANTED judgment in accordance herewith;
6. This order be entered as the final judgment in these actions;
7. Costs herein are taxed against Sherman;
8. Sherman's Motion Requesting Equitable Rescission of a portion of Settlement Agreement be and hereby is DENIED.
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