Indemnification of the City. (1) The Developer releases from and covenants and agrees that the City, and its governing bodies’ members, officers, agents, including the independent contractors, consultants and legal counsel, servants and employees thereof (hereinafter, for purposes of this Section, collectively the “Indemnified Parties”) shall not be liable for and agrees to indemnify and hold harmless the Indemnified Parties against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Project, except to the extent caused by any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties. (2) Except for any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties, the Developer agrees to protect and defend the Indemnified Parties, now and forever, and further agrees to hold the aforesaid harmless from any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from the actions or inactions of the Developer (or if other persons acting on its behalf or under its direction or control) under this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the Project; provided, that this indemnification shall not apply to the representations and warranties made or obligations undertaken by the City in this Agreement. (3) All covenants, stipulations, promises, agreements and obligations of the City, respectively, contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the City, respectively, and not of any governing body member, officer, agent, servant or employee of the City, respectively.
Appears in 1 contract
Samples: Tax Abatement Agreement
Indemnification of the City. (1) The Developer releases from and covenants and agrees that the City, and its governing bodies’ body members, officers, agents, including the independent contractors, consultants and legal counsel, servants and employees thereof (hereinafter, for purposes of this Section, collectively the “Indemnified Parties”) shall not be liable for and agrees to indemnify and hold harmless the Indemnified Parties against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Project, except to the extent caused by any willful misrepresentation Minimum Improvements or any willful other loss, cost expense, or wanton misconduct of the Indemnified Partiespenalty.
(2) Except for any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties, the Developer agrees to protect and defend the Indemnified Parties, now and forever, and further agrees to hold the aforesaid Indemnified Parties harmless from any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from the actions or inactions of the Developer (or if other persons acting on its behalf or under its direction or control) under this Agreement, or the transactions contemplated hereby or the Developer’s acquisition, construction, installation, ownership, ownership and operation of the Project; provided, that this indemnification shall not apply to the representations and warranties made or obligations undertaken by the City in this AgreementMinimum Improvements.
(3) All covenants, stipulations, promises, agreements and obligations of the City, respectively, City contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the City, respectivelyas applicable, and not of any governing body member, officer, agent, servant or employee of the City, respectivelyas the case may be.
(4) Nothing in this Agreement shall be construed as a limitation of or waiver by the City of any immunities, defenses, or other limitations on liability to which the City is entitled by law, including but not limited to the maximum monetary limits on liability established by Minnesota Statutes, Chapters 466 or 604.
Appears in 1 contract
Indemnification of the City. (1) The Developer releases from and covenants and agrees that the City, and its governing bodies’ members, officers, agents, including the independent contractors, consultants and legal counsel, servants and employees thereof (hereinafter, for purposes of this Section, collectively the “Indemnified Parties”) shall not be liable for and agrees to indemnify and hold harmless the Indemnified Parties against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Project, except to the extent caused by any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties.
(2) Except for any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties, the Developer agrees to protect and defend the Indemnified Parties, now and forever, and further agrees to hold the aforesaid harmless from any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from the actions or inactions of the Developer (or if other persons acting on its behalf or under its direction or control) under this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the Project; provided, that this indemnification shall not apply to the representations and warranties made or obligations undertaken by the City in this Agreement.
(3) All covenants, stipulations, promises, agreements and obligations of the City, respectively, contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the City, respectively, and not of any governing body member, officer, agent, servant or employee of the City, respectively.
Appears in 1 contract
Samples: Tax Abatement Agreement
Indemnification of the City. (1) The Developer releases from hereby indemnifies and covenants and agrees that holds harmless the City, and its governing bodies’ body members, officers, agents, including the independent contractors, consultants and legal counsel, servants and employees thereof (hereinafter, for purposes of this Section, section collectively referred to as the “"Indemnified Parties”) shall not be liable for and agrees to indemnify and hold harmless the Indemnified Parties "), against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the development of the Project, except to provided that the extent caused by foregoing indemnification shall not be effective for any willful misrepresentation or any willful or wanton misconduct negligent acts of the Indemnified Parties.
(2) Parties in fulfilling the obligations of the City or its agents as set forth in this Agreement. Except for any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties, the Developer agrees to will protect and defend the Indemnified Parties, now and forever, and further agrees to hold the aforesaid harmless Parties from any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from the actions action or inactions inaction of the Developer (or if other persons acting on its behalf or under its direction or control) under this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, ownership and operation of the Project; provided, that this indemnification shall not apply to the representations and warranties made or obligations undertaken by the City in this Agreement.
(3) . All covenants, stipulations, promises, agreements and obligations of the City, respectively, City contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the City, respectively, City and not of any governing body member, officer, agent, servant or employee of the City, respectively.
Appears in 1 contract
Samples: Development Agreement