HomeMy WebLinkAboutNortheast Iowa Food Bank-5/21/2012HOLD HARMLESS AGREEMENT
This Hold Harmless Agreement (the "Agreement") is entered into between the City of
Waterloo, Iowa (the "City") and Northeast Iowa Food Bank, Inc. (the "Company") as of May
2012.
RECITALS
A. Company has entered an agreement with City for the purchase of real property that
includes Lot 22, Parkview, City of Waterloo (the "Property"). The Property is subject to a cloud on
title arising from an earlier owner (the "Claim").
B. The parties desire to enter this Agreement to induce Company to complete its
proposed purchase of the Property and related parcels. The City believes that Company's further
improvement and use of the Property and related parcels is in the best interests of the public.
AGREEMENT
NOW, THEREFORE, in consideration of the premises and other good and valuable
consideration, the receipt and sufficiency of which is acknowledged, the parties agree as follows:
1. City agrees to indemnify Company and to hold it harmless from and against any and
all claims, demands, judgments, costs, or expenses (including reasonable attorney's fees) arising out
of or in any way connected with the Claim. Based on the City's promise, Company agrees that it will
not consider the Claim to be an impediment to closing on the proposed purchase of the Property.
2. This Agreement shall inure to the benefit of and be binding upon the parties and their
respective successors and assigns.
3. This Agreement may be signed in one or more counterparts, each of which shall be
deemed an original and all of which, taken together, shall constitute one instrument.
IN WITNESS WHEREOF, the parties have executed this Hold Harmless Agreement by their
duly authorized representatives as of the date first set forth above.
CITY OF WATERLOO, IOWA
By:
rnest G. Cla
Mayor
Attest:
Suzy ScI� fes, City Clerk
NORTHEAST IOWA FOOD BANK, INC.
By:
Ba .+ara P. Prat --r, Executive Director