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f <br /> i <br /> incurred in or in connection with any such claim arising as aforesaid or in <br /> connection with any action or proceeding brought thereon. In case any such claim <br /> shall be made or action brought based upon any such claim in respect of which <br /> indemnity may be sought against the Redeveloper, upon receipt of notice in <br /> writing from the City setting forth the particulars of such claim or action, the <br /> Redeveloper shall assume the defense thereof including the employment of <br /> counsel and the payment of all costs and expenses. The City shall have the right <br /> to employ separate counsel in any such action and to participate in the defense <br /> thereof, but the fees and expenses of such counsel shall be at the expense of the <br /> City. It is agreed and understood that the aforesaid indemnities in this Article <br /> shall be binding on the Redeveloper only for such period as the Redeveloper <br /> maintains a direct interest in the Project or Project Site or part thereof(excluding, <br /> for example, an interest therein solely as a creditor or mortgagee), and only with <br /> respect to such direct interest in the Project or Project Site or part thereof. <br /> Provided, not withstanding the foregoing, the Redeveloper shall not be liable to <br /> indemnify and hold the City harmless from any portion of any such loss, liability, <br /> cost or expense which results from the negligence or willful misconduct of the <br /> City, its officials, agents, or employees. <br /> 9.2 City Indemnification of the Redeveloper. To the extent not prohibited by law, <br /> the City of Decatur, so long as the Redeveloper maintains a direct interest in the <br /> Project or Project Site or any part thereof (excluding, for example, an interest <br /> therein solely as a creditor or mortgagee), shall indemnify and hold harmless the <br /> Redeveloper and its directors, officers, members, managers, employees and <br /> i agents from any and all claims, damages, costs, and expenses, including without <br /> limitation, reasonable attorney's fees and reasonable cost of suit caused by the <br /> City of Decatur or any of its agents, contractors, officials or employees arising <br /> from: (i) any act of negligence or willful and wanton misconduct of the City or <br /> any of its agents, contractors, officials or employees; (ii)any breach or default on <br /> the part of the City in the performance of any of its obligations under or in respect <br /> of this Agreement; or (iii) any violation of Applicable Law. The City agrees to <br /> indemnify and save the Redeveloper harmless from and against all costs and <br /> expenses incurred in or in connection with any such claim arising as aforesaid or <br /> in connection with any action or proceeding brought thereon. In case any such <br /> claim shall be made or action brought based upon any such claim in respect of <br /> which indemnity may be sought against the City,upon receipt of notice in writing <br /> from the Redeveloper setting forth the particulars of such claim or action,the City <br /> shall assume the defense thereof including the employment of counsel and the <br /> payment of all costs and expenses. The Redeveloper shall have the right to <br /> employ separate counsel in any such action and to participate in the defense <br /> thereof, but the fees and expenses of such counsel shall be at the expense of the <br /> Redeveloper. Notwithstanding the foregoing, the City of Decatur retains any and <br /> -j all defenses and immunities provided by the Local Governmental and <br /> Governmental Employees Tort Immunity Act, 745 ILCS 10/1-101 et seq. In <br /> addition, neither party intends this paragraph to waive its rights to limited liability <br /> under the Illinois Worker's Compensation Act or Kotecki line of cases (146 111 2d <br /> I <br /> i <br /> 12 <br />