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10.6 Remedies Cumulative; No Consequential Damages. Except as otherwise <br />expressly stated in this Agreement, the rights and remedies of the Parties are cumulative, and the <br />exercise by any Party of one or more of such rights or remedies shall not preclude the exercise by <br />it, at the same or different time, of any other rights or remedies for the same or any other default <br />by the other Party. Notwithstanding anything to the contrary set forth herein, a party’s right to <br />recover damages in the event of a default shall be limited to actual damages and shall exclude <br />consequential damages. <br />10.7 Inaction Not a Waiver of Default. No failure or delay by any Party in asserting <br />any of its rights and remedies as to any default shall operate as a waiver of such default or of any <br />such rights or remedies, nor deprive any Party of its rights to institute and maintain any action or <br />proceeding which it may deem necessary to protect, assert or enforce any such rights or remedies <br />in the same or any subsequent default. <br />10.8 Rights of Limited Partners. Provided that City has been given the address for such <br />notices, whenever City delivers any notice of default hereunder, City shall concurrently deliver a <br />copy of such notice to Developer's limited partner(s). The limited partner(s) shall have the same <br />right as Developer to cure or remedy any default hereunder within the cure period provided to <br />Developer, extended by an additional sixty (60) days. <br />10.9 Landowner's Cure Rights. Provided that City has been given the address for such <br />notices, whenever City delivers any notice of default hereunder, City shall concurrently deliver a <br />copy of such notice to the fee owner of the Property in accordance. The fee owner of the <br />Property shall have the same right as Developer to cure or remedy any default hereunder within <br />the cure period provided to Developer. <br /> <br /> <br />ARTICLE XI. <br /> <br />INDEMNITY AND INSURANCE. <br />11.1 Indemnity. Developer shall indemnify, defend (with counsel approved by City) <br />and hold Indemnitees harmless from and against any and all Claims, including without <br />limitation, Claims arising directly or indirectly, in whole or in part, as a result of or in connection <br />with Developer’s or Developer’s contractors, subcontractors, agents or employees development, <br />construction, improvement, operation, ownership or maintenance of the Project or the Property, <br />or any part thereof or otherwise arising out of or in connection with Developer’s performance <br />under this Agreement. Developer’s indemnification obligations under this Section 11.1 shall not <br />extend to Claims resulting from the gross negligence or willful misconduct of Indemnitees. The <br />provisions of this Section 11.1 shall survive the issuance of a Certificate of Completion for the <br />Project and the expiration or earlier termination of this Agreement. It is further agreed that City <br />does not and shall not waive any rights against Developer that they may have by reason of this <br />indemnity and hold harmless agreement because of the acceptance by City, or the deposit with <br />City by Developer, of any of the insurance policies described in this Agreement. <br />11.2 Liability and Workers Compensation Insurance. <br />144\259\1892880.4 <br />31