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• • of soil borings or tests. Purchaser hereby agrees to defend, indemnify and save Seller harmless from all liability and expense (including reasonable attorney's fees) in connection with all claims, suits, actions of every name, kind and description brought against Seller, its agents or employees by any person or entity as a result of or on account of actual or alleged injuries or damages to persons, or property received or sustained or alleged to have been received or sustained as a result of the acts or omissions of Purchaser, its agents or employees in exercising its rights under the right of entry granted herein unless and except to the extent the same arise out of the negligence or wrongful act of Seller, its agents, employees and contractors. (b) As a condition for the benefit of Purchaser, Purchaser shall reach agreement with City and other agencies and other persons or entities having jurisdiction or control rights over the Subject Property on terms and conditions acceptable to Purchaser relating to the construction of private and public improvements necessary for the construction and operation of improvements having a configuration and design acceptable to Purchaser (hereinafter called the "Proposed Facility "). (c) As a condition for the benefit of Purchaser, Purchaser shall obtain all approvals and permits from governmental authorities having jurisdiction over the Subject Property and/or the Proposed Facility deemed necessary by Purchaser to permit the development, construction, use and operation of the Proposed Facility in the manner contemplated by Purchaser, which approvals shall be obtained at Purchaser's expense. Seller shall cooperate with Purchaser in obtaining such approvals, but shall not be obligated to assume any cost or liability in connection with the same, except as otherwise provided herein. (d) Purchaser shall have received confirmation acceptable to it that the Subject Property is served by adequate utilities to service the Proposed Facility and other full build out of the Subject Property and that the Proposed Facility (with appropriate parking areas and setbacks) is a permitted use in the zoning classification pertaining to the Land or that a conditional use permit has been issued in form satisfactory to Purchaser. (e) All necessary approvals and permits, if any, for subdivision or replatting of the Land either alone or together with property adjacent to the Subject Property shall have been issued in a form acceptable to Purchaser and any rezoning approvals deemed necessary by Purchaser shall have been issued and Purchaser shall have entered into a development agreement if required by governmental authorities, acceptable to Purchaser with the City of Lino Lakes. (f) Purchaser shall have negotiated and executed a binding purchase • agreement (with all contingencies, which Purchaser deems necessary, having