2009.05.18 EDA Packet - Laserfiche WebLink

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and Anderson Property to remove the Parking Lot, or any portion thereof, from the City Property; provided, however that if the City exercises its right to remove all or a portion of the Parking Lot from the City Property, then the City, at its sole cost and expense, shall construct a new parking lot and grant an easement for parking purposes, providing an equal number of parking spaces as were taken by the exercise of such right on over a portion, which portion shall be in the sole discretion of the City, of the real property located in Washington County, Minnesota and legally described on the attached Exhibit F (the "Contingent Easement Area"). The City, in its sole discretion shall have the option to file a written statement in the form shown on the attached Exhibit G (the "Contingent Easement Waiver") as evidence that it will not use the Contingent Easement Area, or any portion thereof as an alternate location for the Parking Lot, Easement Area or any portions thereof. The filing of a Contingent Easement Waiver shall be conclusive evidence that the City's right to relocate the Easement Area or Parking Lot to that portion of the Contingent Easement Area referenced in the Contingent Easement Waiver has terminated. 7. Amendment, Modification or Waiver. This Easement may not be modified, except by written instrument duly executed and acknowledged by all of the then owners of the City Property, the Swany Property and the Anderson Property. 8. Severability. In the event any provision or portion of this Easement is held by any court of competent jurisdiction to be invalid or unenforceable, such holding will not affect the remainder hereof, and the remaining provisions shall continue in full force and effect to the same extent as would have been the case had such invalid or unenforceable provision or portion never been a part hereof. 9. No Third Party Beneficiary. The Agreement is made for the sole protection and benefit of the owner(s) of the Benefitted Property and the Burdened Property, including their successors in interest, and no other person or persons shall have any right of action under this Agreement. 10. No Further Conveyance. While the easement rights contained herein shall be nonexclusive, no party shall have any right to convey to any other person, firm or entity, by way of easement in gross or appurtenant, license or otherwise, any additional right to utilize the Easement Area. 11. Successor and Assigns. The easements contained herein are hereby established for the benefit of the Swany Property and Anderson Property and shall be and are hereby imposed as an equitable servitude which shall run with the land and be binding upon and a benefit to all parties having or acquiring any right, title, interest in or to all or any portion of the Swany Property and Anderson Property. The easements contained herein shall be appurtenant easements and shall not be easements in gross. 12. Indemnification. The owner(s) of the Swany Property and Anderson Property shall indemnify, defend and hold the owner of the City Property harmless from and against any and all liability, loss, damage, claim or act based upon or arising out of damage to persons (including, but not limited to, death) or property caused by or sustained in connection with the owner of the Swany Property's or Anderson Property's use of the Easement Area. The foregoing indemnity shall bind and benefit the owner of -5-