20070402 - VI-08 - Laserfiche WebLink

Home Browse Search

Section 8. lndemnity. Grantee shall indemnify, defend and hold harmless Grantor and its employees, Grantor's customers, agents and invitees from and against any and all losses, liabilities, claims, causes of action, damages, injuries, business disruption, liens (including mechanics' liens and materialmen's liens), expenses and costs, including, without limitation, reasonable attorneys' fees, in connection with the Construction; provided, however, that such indemnification, duty [o defend and duty to hold harmless shall exclude any liability arising out of the sole negligence or willful misconduct of Grantor. Section 9. Governing Law. This Easement shall be construed under the laws of the State of Minnesota. Section 10. Jurisdiction and Service of Process. Any litigation arising under this Easement shall be brought solely in Minnesota state courts or in a federal court sitting in Minnesota, and the parties waive the right to commence litigation in any other jurisdiction. The patties hereto agree to submit to personal jurisdiction in the State of Minnesota in any action or proceeding arising out of this Easement, and, in furtherance of such agreement, the parties hereby agree and consent that, without limiting other methods of obtaining jurisdiction, personal jurisdiction over the patties in any such action or proceeding may be obtained within or without the jurisdiction ofany court located in Colorado and that any process or notice of motion or other application to any such court in connection with any such action or proceeding may be served upon the parties by registered or certified mail to or by personal service at the last-Known address of the parties; whether such address he within or without the jurisdiction ofany such court. Section 11. Attorneys' Fees. If a dispute arises between the panics as a result of or in connection with this Easement, then the prevailing party shall be entitled to a reimbursement of its reasonable costs and expenses, including reasonable attorneys' fees, expert witness tees and court costs. Section 12. Binding Effect- This Easement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. Section 13. Authorization. The parties represent, covenant and wan ant that the makino and execution of this Easement and all other documents and instruments required or related hereunder have been fully authorized by the necessary organizational action of each party and are valid, binding and enforceable obligations of the parties in accordance with their respective terms. Section 14. Notice- All notices, demands, requests or other communications (collectively, `Notices") required to be given or which may be given under this Easement shall be in writing and shall be sent by (a) certified or registered mail, return-receipt requested, postage prepaid, (b) national ovemight delivery service or (c) personal delivery, in each case addressed as set forth in the introductory paragraph above- Any Notice so sent by certified or registered mail, national ovemight delivery service or personal delivery shall be deemed given on the date of receipt or refusal as indicated on the rehtrn receipt or the receipt of the national ovemight delivery service or personal delivery service- A Notice may be given tither by a party or by such party's attorney. Grantor or Grantee may designate, by not less than five business asst-3s3z-bass z 4