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215189v1A obligations of the Developer which relate to the portions of the Property so transferred and the transferor shall be automatically released from any further obligation, liability, right or responsibility in respect to such transfer. Moreover, nothing herein shall be construed to create a cause of action on behalf of the City against the Developer with respect to its business operations beyond the obligations set forth herein relating to the development and maintenance of the Property. 8. RECORDING OF DOCUMENT. This Agreement shall run with the Property and shall be recorded in the office of the Ramsey County Recorder or Registrar of Titles with proof thereof shown to the City prior to the issuance of any permits there under. 9. GOVERNING LAW. The City and the Developer agree that the laws of the State of Minnesota shall govern all questions and interpretations concerning the validity and construction of this Agreement and the legal relations between the undersigned parties and performance under it without regard to principals of conflicts of law. The language of this Agreement is and shall be deemed a result of negotiations among the parties and the respective legal council and shall not be strictly extrude for or against any party. Each party agrees that any action arising out of or in connection with this Agreement shall be brought solely in the courts of the State of Minnesota, Second Judicial District, or the United States District Court for the District of Minnesota. 10. EVENT OF DEFAULT. The occurrence of any of the following shall be considered an “event of default” and the terms and conditions contained in this Agreement: 1. Failure of the Developer to comply with any of the terms and conditions contained in this Agreement; and 2. Failure of the Developer to comply with any applicable ordinance or statute with respect to the development of the Property.