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13. Notices. Notices hereunder shall be valid if mailed by first class registered or <br /> certified mail, postage prepaid, addressed as set forth below, or by faxing to the fax numbers set <br /> forth below. Notice is conclusively deemed to have been given two days following mailing, or <br /> upon fax transmission. <br /> To: City of New Brighton <br /> Attn: City Manager <br /> 803 Old Highway 8 NW <br /> New Brighton, MN 55112 <br /> With copy to: George C. Hoff <br /> Hoff, Barry&Kozar, P.A. <br /> 160 Flagship Corporate Center <br /> 775 Prairie Center Drive <br /> Eden Prairie, MN 55344 <br /> To Agent: Welsh Companies, LLC <br /> 4350 Baker Road, Suite 400 <br /> Minnetonka, Minnesota 55343 <br /> If a party changes its address or other contact information set forth above, it shall provide <br /> the new contact information to the other party at least seven (7) days before the same is to be <br /> effective. <br /> 14. Limitation on Owner's Liability/Indemnification. The obligations of City <br /> under this Agreement are not personal obligations of the individual elected officials, and Agent <br /> shall not look to the assets of, nor seek recourse against, such elected officials, appointed <br /> officials, and employees of City. Further, the Agent shall hold harmless, defend and indemnify <br /> the City from any and all claims, lawsuits or demands, of whatever kind or nature asserted <br /> against the City as a result of the Agent's actions taken under this Agreement, including all <br /> attorney's fees the City may incur as a result of any such claims. <br /> 15. Assignment. Agent shall be prohibited from assigning its interest in this <br /> Agreement, or any portion thereof, without written consent of City. Owner may assign this <br /> Agreement without the consent of Agent. <br /> 16. Entire Agreement; Modification. This written Agreement constitutes the <br /> complete agreement between the parties and supersedes any prior oral or written agreements <br /> between the parties regarding the Property. There are no verbal agreements that change this <br /> Agreement and no waiver of any of its terms will be effective unless in a written agreement <br /> executed by the parties. <br /> 17. Controlling Law. This Agreement has been made under the laws of the State of <br /> Minnesota, and such laws will control its interpretation. <br /> 7 <br />