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attorney’s representations to the Lake County Circuit Court that
the settlement payment included the arbitrator’s award of
interest, demonstrate that the parties agreed in substance that
Mr. Polsky was entitled to receive $15,030,000 on January 31,
1991, and therefore was further entitled to $4,856,922 in
interest to compensate him for the delay in payment of
$15,030,000. We disagree; it does not necessarily follow from
the parties’ use of the arbitrator’s award to arrive at a
settlement figure that they agreed to pay interest. An inference
equally consistent with their use of the arbitrator’s award is
the proposition that Mr. Polsky agreed to settle the dispute by
selling his shares for the figure derived by employing the
fiction that the arbitrator’s award covering the shares had been
confirmed and had not been paid. This latter inference is
likewise consistent with Mr. Polsky’s attorneys’ representations
to the Lake County Circuit Court; their use of the term
“interest” could be interpreted as a reference to the formula
employed in reaching the agreed upon figure for settling the
dispute. Based on the facts and circumstances surrounding the
settlement as outlined below, we conclude that the substance of
the parties’ agreement is consistent with a purchase price of
$19,886,922 for the shares, as the written allocation in the
Settlement Agreement provides.
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