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Attachment B
<br />Roseville, MN 55113
<br />Attn: City Manager
<br />(b) As to the Developer: Greater Metropolitan Housing Corporation
<br />15 South Fifth Street, Suite 710
<br />Minneapolis, MN 55402
<br />Attn: President
<br />14. This Agreement may be executed simultaneously in any number of counterparts, all
<br />of which shall constitute one and the same instrument.
<br />15. This Agreement shall be governed by and construed in accordance with the laws of
<br />the state of Minnesota. Any disputes, controversies, or claims arising out of this Agreement shall be
<br />heard in the state or federal courts of Minnesota, and all parties to this Agreement waive any
<br />objection to the jurisdiction of these courts, whether based on convenience or otherwise.
<br />16. The Developer hereby agrees to protect, defend and hold the Authority, the City
<br />and their officers, elected and appointed officials, employees, administrators, commissioners,
<br />agents, and representatives harmless from and indemnified against any and all loss, cost, fines,
<br />charges, damage and expenses, including, without limitation, reasonable attorneys fees,
<br />consultant and expert witness fees, and travel associated therewith, due to claims or demands of
<br />any kind whatsoever caused by Developer or arising out of actions of Developer (and excluding
<br />those caused by or arising out of the City's own acts or conduct) with regard to (i) the
<br />development, marketing, sale ar leasing of all or any part of the Property, including, without
<br />limitation, any claims for any lien imposed by law for services, labor or materials furnished to or
<br />for the benefit of the Property, or (ii) any claim by the state of Minnesota or the Minnesota
<br />Pollution Control Agency or any other person pertaining to the violation of any permits, orders,
<br />decrees or demands made by said persons or with regard to the presence of any pollutant,
<br />contaminant or hazardous waste on the Property deposited or released by Developer; and (iii) or
<br />by reason of the execution of this Agreement or the performance of this Agreement. The
<br />Developer, and the Developer's successors or assigns, agree to protect, defend and save the City
<br />and its officers, agents, and employees, harmless from all such claims, demands, damages, and
<br />causes of action and the costs, disbursements, and expenses of defending the same, including but
<br />not limited to, attorneys fees, consulting engineering services, and other technical, administrative
<br />or professional assistance incurred by the City as a result of the actions of Developer. This
<br />indemnity shall be continuing and shall survive the performance, termination or cancellation of
<br />this Agreement. Nothing in this Agreement shall be construed as a limitation of or waiver by the
<br />City of any immunities, defenses, or other limitations on liability to which the City is entitled by
<br />law, including but not limited to the maximum monetary limits on liability established by
<br />Minnesota Statutes, Chapter 466.
<br />17. The Developer further agrees that it does not possess, will not pursue and, in any
<br />event, forever discharges the City or the Authority from and against any and all liabilities,
<br />claims, demands, obligations, actions, causes of action, rights, damages, costs, interest, expenses,
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