east liberty station: realizing the potential - City of Pittsburgh

(ii) Five years after the Term of this Development Agreement shall
have expired pursuant to Section 10 hereof.
8. Indemnification; Limited Liability of Parties.
Private developer shall indemnify, protect, defend and hold elTRIDRA and its appointed
officials, officers, agents and employees, completely harmless from and against all liability,
losses, suits, claims (including, without limitation, third party claims for personal injury or real
or personal property damage), judgments, fines, actions, administrative proceedings, penalties or
demands: (i) arising from injury or death of any person or damage to any property, including all
reasonable costs for investigation and defense thereof (including attorney fees, court costs, and
expert fees) unless such injury, death or damage is directly caused by the sole and gross
negligence or willful misconduct of elTRIDRA; and (ii) arising from private developer’s
obligations hereunder. elTRIDRA shall give notice to private developer of any such liability,
loss, suit, claim or demand, and private developer shall defend same using counsel reasonably
acceptable to elTRIDRA. The provision of this Section shall survive the expiration or early
termination of this Development Agreement.
It is understood and agreed that neither elTRIDRA, nor its directors, members, the
agents, attorneys or employees, or their respective heirs, personal representatives or successors,
are generally or personally liable in connection with any matter, cause or thing pertaining to the
2012 TRID Note or the issuance thereof, the Indenture, or any instruments and documents
executed and delivered by the elTRIDRA in connection with the insert name Project. Any
liability of elTRIDRA, including any judgment entered against elTRIDRA in connection
herewith, including in connection with the Indenture, the 2012 TRID Note, this Funding
Agreement, or any instruments and documents executed and delivered by elTRIDRA in
connection with the insert name Project, or as a result of the incorrectness of any representation
in, or omission from, any of such instruments and documents, by any means (including by
judicial process), shall be strictly limited to, and noted as, a lien against the Trust Estate only,
and shall not affect any other property or assets of elTRIDRA.
The obligations of the private developer pursuant to this Funding and Development
Agreement (“TRID Obligations”) are limited obligations payable solely from the Pledged
Revenues and, if any, to the extent payable out of moneys attributable to any Funds established
pursuant to the Indenture, the 2012 TRID Note proceeds or the income from the temporary
investment thereof as provided in the Indenture and any insurance proceeds.
THE TRID OBLIGATIONS ARE LIMITED OBLIGATIONS OF THE elTRIDRA
PAYABLE SOLELY FROM THE SOURCES PROVIDED HEREIN. NEITHER THE
PRINCIPAL OF THE TRID OBLIGATIONS, NOR THE INTEREST ACCRUING THEREON,
SHALL EVER CONSTITUTE A GENERAL INDEBTEDNESS OF THE elTRIDRA OR AN
INDEBTEDNESS OF THE COMMONWEALTH OF PENNSYLVANIA, THE CITY OF
PITTSBURGH OR ANY POLITICAL SUBDIVISION OR INSTRUMENTALITY THEREOF
WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISION
WHATSOEVER OR SHALL EVER CONSTITUTE OR GIVE RISE TO A PECUNIARY
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