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EXHIBIT #B
<br />INDEMNIFICATION AGREEMENT
<br />
<br /> THIS AGREEMENT, made and entered into this ~ day of , 1992
<br />by and between the City of Ramsey ("CITY") and DANNY'S ALUMINUM PROCESSING,
<br />INC. ("PERMIT HOLDER"), a Minnesota corporation, and DANIEL KARST, JR.
<br />("INDIVIDUAL").
<br />
<br /> WHEREAS, the CITY has issued to PERMIT HOLDER AND INDIVDUAL a
<br />Conditional Use Permit ("CUP") permitting it to operate an aluminum recovery
<br />processing/manufacturing facility on certain real property legally described as Lots 1, 2, 3 and 4,
<br />Gateway North Industrial Park Plat #2, Anoka County, Minnesota.
<br />
<br /> WHEREAS, as a part of said CUP, PERMIT HOLDER and INDIVIDUAL is obligated to
<br />deliver an executed Indemnification Agreement to the CITY.
<br />
<br /> NOW, THEREFORE, in consideration of the foregoing, and of other good and valuable
<br />consideration, the receipt and sufficiency of which the parties hereto hereby acknowledge, it is
<br />agreed by and between the parties hereto as follows:
<br />
<br /> 1. P~ERMIT HOLDER and INDIVID.I.JAL InclCmnitv. PERMIT HOLDER and
<br />INDIVIDUAL shall indemnify and hold harmless the CITY, its past, present and future employees
<br />and agents, from and against any and all liabilities, costs of remedial action, penalties, fines,
<br />forfeitures, demands, claims, causes of action, suits and costs and expenses incidental thereto
<br />(including cost of defense, settlement and reasonable attorney's fees), which any or all of them
<br />may hereafter suffer, incur, be responsible for or pay out as a result of bodily injuries (including
<br />death) to any person, damage (including loss of use) to any property (public or private),
<br />contamination of or adverse affects on the environment, or any violation of alleged violation by
<br />PERMIT HOLDER and/or INDIVIDUAL of statutes, ordinances, orders, rules or regulations of
<br />any governmental entity or agency, directly or indirectly caused by, or arising out of any acts,
<br />omissions or operations of PERMIT HOLDER and/or INDIVIDUAL or its employees or other
<br />persons engaged by or under the control, supervision or direction of PERMIT HOLDER and/or
<br />INDIVIDUAL in the conduct of the operation of an aluminum recycling/manufacturing facility at
<br />the Site. Nothing contained herein shall require PERMIT HOLDER and/or INDIVIDUAL to
<br />indemnify the CITY or any other person from any liability, claim, suit, cause of action, cost or
<br />expense whatsoever arising out of execution of this Agreement by the CITY or authorities or out of
<br />any orders or rulings of any nature whatsoever by the CITY or any of the CITY boards, agencies
<br />or commissions prior to this Agreement.
<br />
<br /> 2. Term. The term of this Agreement shall commence on the date of issuance to PERMIT
<br />HOLDER and INDIVIDUAL of a CUP to operate an aluminum recovery
<br />processin~rmnufacturing facility at the Site, and shall terminate upon the expiration of the CUP or
<br />removal of ali waste materials from the Site, whichever occurs later. Provided, however, that
<br />nothing contained herein shall be a waiver of the termination of liability of PERMIT HOLDER
<br />and/or INDIVIDUAL with respect to closure, post-closure and environmental response, or costs
<br />associated therewith, at such time as PERMIT HOLDER and/or INDIVIDUAL is not liable under
<br />any federal, state or county law or ordinance for environmental response, or costs associated
<br />therewith.
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