4.8. SR 08-17-2015 - Laserfiche WebLink

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This License Agreement (the “Agreement”) is made on this _____ day of August, 2015, by and between the City of Elk River, Minnesota a municipal corporation under the laws of Minnesota (“City”), and Envision Company, LLC, a Minnesota limited liability company (the “Developer”). RECITALS WHEREAS, the City and the Developer have entered into a Purchase Agreement dated as of the ___day of August, 2015 (the “Purchase Agreement”) for the purchase and development of certain property in Elk River; and WHEREAS, in accordance with the Purchase Agreement, the Developer will acquire the Exhibit A property legally described on attached hereto (the “Property”) from the City; and WHEREAS, the Developer desires to enter upon the Property prior to the transfer of title of the Property to the Developer in order to begin work on the Property; and WHEREAS, the City and the Developer intend that the Developer will purchase the Property in accordance with the terms of the Purchase Agreement. However, if for any reason such purchase should not occur, they desire to provide for the Developer to pay the City for: (a) any diminution in the value of the Property which may be caused by work done by the Developer on the Property pursuant to this Agreement; and (b) any other costs and liabilities which the City may incur because of work done by the Developer on the Property pursuant to this Agreement. AGREEMENT NOW, THEREFORE, in consideration of the premises and their mutual promises the parties hereto hereby agree as follows: 1.Grant of License. The City hereby grants to the Developer and its agents, employees, subcontractors, and invitees a license (the “License”) to enter upon the Property solely for the purpose of beginning preparatory work on the Property, including grading and foundation work. All such work must be undertaken in accordance with an approved site plan for the Property (the “Site Plan”) and in conformity with grading and other permits issued by the City and all applicable federal, state and local laws, ordinances, rules and regulations. The License commences upon full execution of this Agreement and remains in effect until revoked or terminated in accordance with Section 14 hereof. 2.Indemnification of City. In consideration for such License, the Developer agrees to and shall indemnify, defend and hold harmless the City and its agents, officers, and employees, from and against any action, claim, damage, liability, loss, cost or expense (including without limitation attorneys’ fees and costs) resulting from: (a) any liens which may be attached to the Property for labor or materials provided by or at the request of the Developer; (b) injury to or death of persons; (c) property damage; or (d) any claim, damage, action, loss or destruction whatsoever caused by the Developer’s agents or subcontractors in connection with the Developer’s entry onto the Property pursuant to this Agreement; or (e) diminution in the value of the Property in the event 1 466500v2 EL185-31