Common use of Environmental Compliance and Indemnity Clause in Contracts

Environmental Compliance and Indemnity. (a) Borrower will not release (or permit the release of) any hazardous substance on the Property in material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply with all Applicable Environmental Laws, in all material respects, including without limitation the removal from or under the Property constituting immovable property of any material amount of hazardous substances or solid wastes (as defined elsewhere in this Agreement). Borrower will give notice to the Lenders as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citations, or other notices from any Governmental Authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibility, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faith, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable Environmental Laws. (b) Borrower will defend, indemnify and hold Lenders, their direct and indirect members and affiliates, and their respective directors, officers, members, lenders and employees harmless from and against all claims, demands, causes of action, liabilities, losses, costs and expenses (including, without limitation, costs of suit, reasonable attorneys’ fees and fees of expert witnesses) arising from or in connection with (i) the presence on or under the Property of any hazardous substances or solid wastes (as defined elsewhere in this Agreement), or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on or undertaken on or off the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title or any officers, employees, lender, contractors or subcontractors of Borrower or any predecessor in title, or any third persons at any time occupying or present on the Property, in connection with the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any environmental representation, warranty or covenant under the Loan Documents; or (iv) any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination on or under the Property, or affecting any natural resources, and to any contamination of any property or natural resources arising in connection with the generation, use, handling, storage, transport or disposal of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Laws; provided, that such indemnity will not apply to any releases that occur following the date that the Property is transferred by Borrower solely as a result of the actions of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effect.

Environmental Compliance and Indemnity. (a) The Borrower will not release (or permit the release of) any hazardous substance on the Property shall, and shall cause each of its Subsidiaries to, comply in all material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply respects with all Applicable Environmental Laws, including, without limitation, all Environmental Laws in all jurisdictions in which the Borrower or any of its Subsidiaries owns or operates a facility or site, arranges for disposal or treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or holds any interest in real property or otherwise. Neither the Borrower nor any of its Subsidiaries shall cause or allow the Release of Hazardous Materials, solid waste or other wastes on, under or to any real property in which the Borrower or such Subsidiary holds any interest or performs any of its operations, in material respectsviolation of any Environmental Law. The Borrower shall notify the Banks promptly after its receipt of notice thereof, including without limitation of any Environmental Claim which the removal from Borrower receives involving any potential or under actual material liability of the Property constituting immovable property Borrower or any of its Subsidiaries arising in connection with any noncompliance with or violation of the requirements of any Environmental Law or a material Release or threatened Release of any Hazardous Materials, solid waste or other waste into the environment. The Borrower shall promptly notify the Banks (i) of any material amount Release of hazardous substances Hazardous Material on, under or solid wastes (from the real property in which the Borrower or any of its Subsidiaries holds or has held an interest, upon the Borrower's learning thereof by receipt of notice that the Borrower or any of its Subsidiaries is or may be liable to any Person as defined elsewhere in this Agreement). a result of such Release or that the Borrower will give notice to the Lenders or such Subsidiary has been identified as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citationspotentially responsible for, or other notices from is subject to investigation by any Governmental Authority governmental authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibilityto, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faithRelease, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat of any judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) If the Agent at any time has a reasonable basis to believe that there may be a violation of any Environmental Law by, or any liability arising thereunder of, the Borrower will or any of its Subsidiaries or related to any real property owned, leased or operated by the Borrower or any of its Subsidiaries or real property adjacent to such real property, which violation or liability could reasonably be expected to have a Material Adverse Effect, then the Borrower shall, upon request from the Agent, provide the Agent with such reports, certificates, engineering studies or other written material or data as the Agent may require so as to satisfy the Agent that the Borrower or such Subsidiary is in material compliance with all applicable Environmental Laws. (c) The Borrower shall defend, indemnify and hold Lenders, their direct the Agent and indirect members and affiliatesthe Banks, and their respective officers, directors, officersshareholders, membersemployees, lenders agents, affiliates, successors and employees assigns harmless from and against all costs, expenses, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever incurred by them (including, without limitation, costs of suit, including reasonable attorneys’ fees and fees of expert witnessesattorneys fees) arising out of, resulting from or in connection with relating to (i) the presence on noncompliance of the Borrower, any of its Subsidiaries or under any property owned or leased by the Property Borrower or any of its Subsidiaries with any hazardous substances or solid wastes (as defined elsewhere in this Agreement)Environmental Law, or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving the Borrower, any of its Subsidiaries or off any property owned or leased by the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of its Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or governmental authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants contained in this Agreement or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement to cease to be true, warranty or covenant under the Loan Documents; or (iv) the existence, treatment, storage, Release, generation, transportation, removal, manufacture or other handling of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resourcesproperty owned or leased by the Borrower or any of its Subsidiaries, and to any contamination or (v) the presence of any asbestos-containing material or underground storage tanks, whether in use or closed, under or on any property owned or natural resources arising in connection with leased by the generationBorrower or any of its Subsidiaries; PROVIDED, use, handling, storage, transport or disposal of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Laws; providedHOWEVER, that such the foregoing indemnity will shall not apply to any releases such costs, expenses, claims, demands, damages, penalties or liabilities that occur following the date that the Property is transferred by Borrower are determined in a final non-appealable order of a court of competent jurisdiction to have arisen solely as a result out of the actions gross negligence or willful misconduct of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectindemnified person.

Environmental Compliance and Indemnity. (a) The Borrower will, and will not release (or permit the release of) any hazardous substance on the Property cause each of its Subsidiaries to, comply in all material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply respects with all Applicable Environmental Laws, including, without limitation, all Environmental Laws in all jurisdictions in which the Borrower or any of its Subsidiaries owns or operates a facility or site, arranges for disposal or treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or holds any interest in Real Property or otherwise. Neither the Borrower nor any of its Subsidiaries shall cause or allow the release of Hazardous Materials, solid waste or other wastes on, under or to any Real Property in which the Borrower or such Subsidiary holds any interest or performs any of its operations, in material respectsviolation of any Environmental Law. The Borrower shall notify the Lenders promptly after its receipt of notice thereof, including without limitation of any Environmental Claim which the removal from Borrower receives involving any potential or under actual material liability of the Property constituting immovable property Borrower or any of its Subsidiaries arising in connection with any noncompliance with or violation of the requirements of any Environmental Law or a material Release or threatened Release of any Hazardous Materials, solid waste or other waste into the environment. The Borrower shall promptly notify the Lenders (i) of any material amount release of hazardous substances Hazardous Material on, under or solid wastes (from the Real Property in which the Borrower or any of its Subsidiaries holds or has held an interest, upon the Borrower's learning thereof by receipt of notice that the Borrower or any of its Subsidiaries is or may be liable to any Person as defined elsewhere in this Agreement). a result of such Release or that the Borrower will give notice to the Lenders or such Subsidiary has been identified as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citationspotentially responsible for, or other notices from is subject to investigation by any Governmental Authority governmental authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibilityto, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faithRelease, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat or any judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) If the Administrative Agent at any time has a reasonable basis to believe that there may be a violation of any Environmental Law by, or any liability arising thereunder of, the Borrower will or any of its Subsidiaries or related to any real property owned, leased or operated by the Borrower or any of its Subsidiaries or real property adjacent to such Real Property, which violation or liability could reasonably be expected to have a Materially Adverse Effect, then the Borrower shall, upon request from the Administrative Agent, provide the Administrative Agent with such reports, certificates, engineering studies or other written material or data as the Administrative Agent may require so as to satisfy the Administrative Agent that the Borrower or such Subsidiary is in material compliance with all applicable Environmental Laws. (c) The Borrower shall defend, indemnify and hold Lenders, their direct the Administrative Agent and indirect members and affiliates, the Lenders and their respective officers, directors, officersshareholders, membersemployees, lenders agents, affiliates, successors and employees assigns harmless from and against all costs, expenses, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever incurred by them (including, without limitation, costs of suit, reasonable attorneys’ attorney fees and fees of expert witnessesexpenses) arising out of, resulting from or in connection with relating to (i) the presence on noncompliance of the Borrower, any of its Subsidiaries or under any property owned or leased by the Property Borrower or any of its Subsidiaries with any hazardous substances or solid wastes (as defined elsewhere in this Agreement)Environmental Law, or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving the Borrower, any of its Subsidiaries or off any property owned or leased by the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of its Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or governmental authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying Person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants in this Agreement or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement to cease to be true, warranty or covenant under the Loan Documents; or (iv) the existence, treatment, storage, Release, generation, transportation, removal, manufacture or other handling of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resourcesproperty owned or leased by the Borrower or any of its Subsidiaries, and to any contamination or (v) the presence of any asbestos-containing material or underground storage tanks, whether in use or closed, under or on any property owned or natural resources arising in connection with leased by the generation, use, handling, storage, transport Borrower or disposal any of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Lawsits Subsidiaries; provided, however, that such the foregoing indemnity will shall not apply to any releases such costs, expenses, claims, demands, damages, penalties or liabilities that occur following the date that the Property is transferred by Borrower are determined in a final non-appealable order of a court of competent jurisdiction to have arisen solely as a result out of the actions gross negligence or willful misconduct of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectindemnified person.

Environmental Compliance and Indemnity. (a) The Borrower will not release (or permit the release of) any hazardous substance on the Property shall, and shall cause each of its Subsidiaries to, comply in all material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply respects with all Applicable Environmental Laws, including, without limitation, all Environmental Laws in all jurisdictions in which any portion of the Network is located or in which the Borrower or any of its Subsidiaries owns or operates a facility or site, arranges for disposal or treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or holds any interest in real property or otherwise. Neither the Borrower nor any of its Subsidiaries shall cause or allow the Release of Hazardous Materials, solid waste or other wastes on, under or to any real property in which the Borrower or such Subsidiary holds any interest or performs any of its operations, in material respectsviolation of any Environmental Law. The Borrower shall notify the Bank promptly after its receipt of notice thereof, including without limitation of any Environmental Claim which the removal from Borrower receives involving any potential or under actual material liability of the Property constituting immovable property Borrower or any of its Subsidiaries arising in connection with any noncompliance with or violation of the requirements of any Environmental Law or a material Release or threatened Release of any Hazardous Materials, solid waste or other waste into the environment. The Borrower shall promptly notify the Bank (i) of any material amount Release of hazardous substances Hazardous Material on, under or solid wastes (from the real property in which the Borrower or any of its Subsidiaries holds or has held an interest, upon the Borrower's learning thereof by receipt of notice that the Borrower or any of its Subsidiaries is or may be liable to any Person as defined elsewhere in this Agreement). a result of such Release or that the Borrower will give notice to the Lenders or such Subsidiary has been identified as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citationspotentially responsible for, or other notices from is subject to investigation by any Governmental Authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibilityto, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faithRelease, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat of any judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) The Borrower will shall defend, indemnify and hold Lendersthe Bank and its officers, their direct and indirect members and directors, shareholders, employees, agents, affiliates, successors and their respective directors, officers, members, lenders and employees assigns harmless from and against all costs, expenses, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever incurred by them (including, without limitation, costs of suit, including reasonable attorneys’ fees and fees of expert witnessesattorneys fees) arising out of, resulting from or in connection with relating to (i) the presence on noncompliance of the Borrower, any of its Subsidiaries or under any property owned or leased by the Property Borrower or any of its Subsidiaries with any hazardous substances or solid wastes (as defined elsewhere in this Agreement)Environmental Law, or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving the Borrower, any of its Subsidiaries or off any property owned or leased by the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of its Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or Governmental Authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants contained in this Agreement or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement to cease to be true, warranty or covenant under the Loan Documents; or (iv) the existence, treatment, storage, Release, generation, transportation, removal, manufacture or other handling of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resourcesproperty owned or leased by the Borrower or any of its Subsidiaries, and to any contamination or (v) the presence of any asbestos-containing material or underground storage tanks, whether in use or closed, under or on any property owned or natural resources arising in connection with leased by the generation, use, handling, storage, transport Borrower or disposal any of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Lawsits Subsidiaries; provided, however, that such the foregoing -------- ------- indemnity will shall not apply to any releases such costs, expenses, claims, demands, damages, penalties or liabilities that occur following the date that the Property is transferred by Borrower are determined in a final non-appealable order of a court of competent jurisdiction to have arisen solely as a result out of the actions gross negligence or willful misconduct of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectindemnified person.

Environmental Compliance and Indemnity. (a) The Parent and the Borrower will not release (or permit the release of) any hazardous substance on the Property shall, and shall cause each of its Subsidiaries to, comply in all material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply respects with all Applicable Environmental Laws, including, without limitation, all Environmental Laws in all jurisdictions in which the Parent, the Borrower or any of its Subsidiaries owns or operates a facility or site, arranges for disposal or treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or holds any interest in Real Property or otherwise. None of the Parent, the Borrower nor any of its Subsidiaries shall cause or allow the release of Hazardous Materials, solid waste or other wastes on, under or to any Real Property in which the Parent, the Borrower or such Subsidiary holds any interest or performs any of its operations, in material respectsviolation of any Environmental Law. The Borrower shall notify the Lenders promptly after its receipt of notice thereof, including without limitation of any Environmental Claim which the removal from Borrower receives involving any potential or under actual material liability of the Property constituting immovable property Parent, the Borrower or any of its Subsidiaries arising in connection with any noncompliance with or violation of the requirements of any Environmental Law or a material Release or threatened Release of any Hazardous Materials, solid waste or other waste into the environment. The Parent and the Borrower shall promptly notify the Lenders (i) of any material amount release of hazardous substances Hazardous Material on, under or solid wastes (from the Real Property in which the Parent, the Borrower or any of its Subsidiaries holds or has held an interest, upon the Parent's or the Borrower's learning thereof by receipt of notice that the Parent, the Borrower or any of its Subsidiaries is or may be liable to any Person as defined elsewhere in this Agreement). a result of such Release or that the Parent, the Borrower will give notice to the Lenders or such Subsidiary has been identified as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citationspotentially responsible for, or other notices from is subject to investigation by any Governmental Authority governmental authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibilityto, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faithRelease, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat or any judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) If the Administrative Agent at any time has a reasonable basis to believe that there may be a violation of any Environmental Law by, or any liability arising thereunder of, the Parent, the Borrower will or any of its Subsidiaries or related to any real property owned, leased or operated by the Parent, the Borrower or any of its Subsidiaries or real property adjacent to such Real Property, which violation or liability could reasonably be expected to have a Materially Adverse Effect, then the Parent or the Borrower shall, upon request from the Administrative Agent, provide the Administrative Agent with such reports, certificates, engineering studies or other written material or data as the Administrative Agent may require so as to satisfy the Administrative Agent that the Parent, the Borrower or such Subsidiary is in material compliance with all applicable Environmental Laws. (c) The Parent and the Borrower shall defend, indemnify and hold Lenders, their direct the Administrative Agent and indirect members and affiliates, the Lenders and their respective officers, directors, officersshareholders, membersemployees, lenders agents, affiliates, successors and employees assigns harmless from and against all costs, expenses, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever incurred by them (including, without limitation, costs of suit, reasonable attorneys’ fees and fees of expert witnessesattorney fees) arising out of, resulting from or in connection with relating to (i) the presence on noncompliance of the Parent, the Borrower, any of its Subsidiaries or under any property owned or leased by the Property Parent, the Borrower or any of its Subsidiaries with any hazardous substances or solid wastes (as defined elsewhere in this Agreement)Environmental Law, or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving the Parent, the Borrower, any of its Subsidiaries or off any property owned or leased by the PropertyParent, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of it Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or governmental authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants in this Agreement or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement to cease to be true, warranty or covenant under the Loan Documents; or (iv) the existence, treatment, storage, Release, generation, transportation, removal, manufacture or other handling of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resourcesproperty owned or leased by the Parent, and to the Borrower or any contamination of its Subsidiaries, or (v) the presence of any asbestos-containing material or underground storage tanks, whether in use or closed, under or on any property owned or natural resources arising in connection with leased by the generationParent, use, handling, storage, transport the Borrower or disposal any of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Lawsits Subsidiaries; provided, however, that such the foregoing indemnity will shall not apply to any releases such costs, expenses, claims, demands, damages, penalties or liabilities that occur following the date that the Property is transferred by Borrower are determined in a final non-appealable order of a court of competent jurisdiction to have arisen solely as a result out of the actions gross negligence or willful misconduct of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectindemnified person.

Environmental Compliance and Indemnity. (a) The Borrower will not release (or permit the release of) shall, and shall cause each of its Subsidiaries to, comply in all material respects with any hazardous substance on the Property in material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply with all Applicable Environmental Laws, in all material respects, including without limitation the removal from or under the Property constituting immovable property of any material amount of hazardous substances or solid wastes (as defined elsewhere in this Agreement). Borrower will give notice to the Lenders as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citations, or other notices from any Governmental Authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibility, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faith, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable Environmental Laws. (b) Borrower will defend, indemnify and hold Lenders, their direct and indirect members and affiliates, and their respective directors, officers, members, lenders and employees harmless from and against all claims, demands, causes of action, liabilities, losses, costs and expenses (including, without limitation, costs all Environmental Laws in jurisdictions in which the Borrower or any of suitits Subsidiaries owns or operates a facility or site, reasonable attorneys’ fees and fees arranges for disposal or treatment of expert witnesses) Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or holds any interest in real property or otherwise. Neither the Borrower nor any of its Subsidiaries shall cause or allow the Release of Hazardous Materials, solid waste or other wastes on, under or to any real property in which the Borrower or such Subsidiary holds any interest or performs any of its operations, in material violation of any Environmental Law. The Borrower shall notify the Banks promptly after its receipt of notice thereof, of any Environmental Claim which the Borrower receives involving any potential or actual material liability of the Borrower or any of its Subsidiaries arising from or in connection with any noncompliance with or violation of the requirements of any Environmental Law or a material Release or threatened Release of any Hazardous Materials, solid waste or other waste into the environment. The Borrower shall promptly notify the Banks (i) the presence on or under the Property of any hazardous substances or solid wastes (as defined elsewhere in this Agreement), or any releases or discharges material Release of any hazardous substances or solid wastes Hazardous Material on, under or from the Property; (ii) any activity carried on or undertaken on or off real property in which the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of its Subsidiaries holds or any officershas held an interest, employees, lender, contractors or subcontractors upon the Borrower's learning thereof by receipt of notice that the Borrower or any predecessor in title, of its Subsidiaries is or any third persons at any time occupying or present on the Property, in connection with the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any environmental representation, warranty or covenant under the Loan Documents; or (iv) any loss sustained due may be liable to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination on or under the Property, or affecting any natural resources, and to any contamination of any property or natural resources arising in connection with the generation, use, handling, storage, transport or disposal of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Laws; provided, that such indemnity will not apply to any releases that occur following the date that the Property is transferred by Borrower solely Person as a result of such Release or that the actions Borrower or such Subsidiary has been identified as potentially responsible for, or is subject to investigation by any governmental authority relating to, such Release, and (ii) of the commencement or threat of any other Person other than Borrower. Without prejudice to the survival judicial or administrative proceeding alleging a violation of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectEnvironmental Laws.

Environmental Compliance and Indemnity. (a) The Borrower will, and will not release (or permit the release of) any hazardous substance on the Property cause each of its Subsidiaries to, comply in all material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply respects with all Applicable Environmental Laws, including, without limitation, all Environmental -66- 73 Laws in all jurisdictions in which the Borrower or any of its Subsidiaries owns or operates a facility or site, arranges for disposal or treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or holds any interest in Real Property or otherwise. Neither the Borrower nor any of its Subsidiaries shall cause or allow the release of Hazardous Materials, solid waste or other wastes on, under or to any Real Property in which the Borrower or such Subsidiary holds any interest or performs any of its operations, in material respectsviolation of any Environmental Law. The Borrower shall notify the Lenders promptly after its receipt of notice thereof, including without limitation of any Environmental Claim which the removal from Borrower receives involving any potential or under actual material liability of the Property constituting immovable property Borrower or any of its Subsidiaries arising in connection with any noncompliance with or violation of the requirements of any Environmental Law or a material Release or threatened Release of any Hazardous Materials, solid waste or other waste into the environment. The Borrower shall promptly notify the Lenders (i) of any material amount release of hazardous substances Hazardous Material on, under or solid wastes (from the Real Property in which the Borrower or any of its Subsidiaries holds or has held an interest, upon the Borrower's learning thereof by receipt of notice that the Borrower or any of its Subsidiaries is or may be liable to any Person as defined elsewhere in this Agreement). a result of such Release or that the Borrower will give notice to the Lenders or such Subsidiary has been identified as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citationspotentially responsible for, or other notices from is subject to investigation by any Governmental Authority governmental authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibilityto, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faithRelease, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat or any judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) If the Administrative Agent at any time has a reasonable basis to believe that there may be a violation of any Environmental Law by, or any liability arising thereunder of, the Borrower will or any of its Subsidiaries or related to any real property owned, leased or operated by the Borrower or any of its Subsidiaries or real property adjacent to such Real Property, which violation or liability could reasonably be expected to have a Materially Adverse Effect, then the Borrower shall, upon request from the Administrative Agent, provide the Administrative Agent with such reports, certificates, engineering studies or other written material or data as the Administrative Agent may require so as to satisfy the Administrative Agent that the Borrower or such Subsidiary is in material compliance with all applicable Environmental Laws. (c) The Borrower shall defend, indemnify and hold Lenders, their direct the Administrative Agent and indirect members and affiliates, the Lenders and their respective officers, directors, officersshareholders, membersemployees, lenders agents, affiliates, successors and employees assigns harmless from and against all costs, expenses, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever incurred by them (including, without limitation, costs of suit, reasonable attorneys’ attorney fees and fees of expert witnessesexpenses) arising out of, resulting from or in connection with relating to (i) the presence on noncompliance of the Borrower, any of its Subsidiaries or under any property owned or leased by the Property Borrower or any of its Subsidiaries with any hazardous substances or solid wastes (as defined elsewhere in this Agreement)Environmental Law, or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving the Borrower, any of its Subsidiaries or off any property owned or leased by the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of its Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or governmental authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants in this Agreement or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement to cease to be true, warranty or covenant under the Loan Documents; or (iv) the existence, treatment, storage, Release, generation, transportation, removal, manufacture or other handling of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resourcesproperty owned or leased by the Borrower or any of its Subsidiaries, and to any contamination or (v) the presence of any asbestos-containing material or underground storage tanks, whether in use or closed, under or on any property owned or natural resources arising in connection with leased by the generation, use, handling, storage, transport Borrower or disposal any of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Lawsits Subsidiaries; provided, however, that such the foregoing indemnity will shall not apply to any releases such costs, expenses, claims, demands, damages, penalties or liabilities that occur following the date that the Property is transferred by Borrower are determined in a final non-appealable order of a court of competent jurisdiction to have arisen solely as a result out of the actions gross negligence or willful misconduct of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectindemnified person.

Environmental Compliance and Indemnity. (a) The Borrower will not release (or permit the release of) shall, and shall cause each of its Subsidiaries to, comply in all material respects with any hazardous substance on the Property in material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply with all Applicable applicable Environmental Laws, including, without limitation, all Environmental Laws in all material respectsjurisdictions in which the Borrower or any of its Subsidiaries owns or operates a facility or site, including without limitation the removal from arranges for disposal or under the Property constituting immovable property treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any material amount of hazardous substances or Hazardous Materials, solid wastes (as defined elsewhere in this Agreement). Borrower will give notice to the Lenders as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citations, or other notices from wastes or holds any Governmental Authority relating interest in real property or otherwise except where the failure to any environmental condition relating do so would not reasonably be expected to have, either individually or in aggregate, a Material Adverse Effect. The Borrower and each of its properties or elsewhere for which it may have legal responsibility, with a full description thereof; Borrower agrees to Subsidiaries shall promptly take any and all reasonable steps necessary remedial actions in response to the presence, storage, use, transportation or Release of any Hazardous Materials on, under or about any real property owned, leased or operated by the Borrower or any of its Subsidiaries, unless such presence, storage, use, transportation or Release would not reasonably be expected to have a Material Adverse Effect. In the event the Borrower or any of its Subsidiaries undertakes any remedial action with respect to any Hazardous Material on, under or about any real property owned, leased or operated by the Borrower or any of its Subsidiaries, the Borrower or the relevant Subsidiary shall conduct and to perform complete such remediation action in compliance with applicable Environmental Laws, and in accordance with the policies, orders and directives of all federal, state and local governmental authorities, except where the liability of the Borrower or such Subsidiary for such presence, storage, use, transportation or Release of any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest Hazardous Material is made being contested in good faith, faith by the Borrower or such Subsidiary and appropriate reserves are therefor have been established for in accordance with GAAP. The Borrower shall notify the payment for Banks promptly after its receipt of notice thereof, of any Environmental Claim which the cost Borrower receives involving any potential or actual material liability of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or any of its affiliated tenant intends to utilize Subsidiaries arising in connection with routine business operational activities at any noncompliance with or violation of the Propertyrequirements of any Environmental Law or a material Release or threatened Release of any Hazardous Materials, commercial products generally available to solid waste or other waste into the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Lawsenvironment. The Lenders acknowledge Borrower shall promptly notify the Banks (i) of any material Release of Hazardous Material on, under or from the real property in which the Borrower or any of its Subsidiaries holds or has held an interest, upon the Borrower's learning thereof by receipt of notice that the Borrower or any of its Subsidiaries is or may be liable to any Person as a result of such intended use Release or that the Borrower or such Subsidiary has been identified as potentially responsible for, or is subject to investigation by any governmental authority relating to, such Release, and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat of any judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) If the Agent at any time has a reasonable basis to believe that there may be a violation of any Environmental Law by, or any liability arising thereunder of, the Borrower will or any of its Subsidiaries or related to any real property owned, leased or operated by the Borrower or any of its Subsidiaries or real property adjacent to such real property, which violation or liability would reasonably be expected to have a Material Adverse Effect, then the Borrower shall, upon request from the Agent, provide the Agent with such reports, certificates, engineering studies or other written material or data as the Agent may require so as to satisfy the Agent that the Borrower or such Subsidiary is in material compliance with all applicable Environmental Laws relating to the suspected violation or liability. (c) The Borrower shall defend, indemnify and hold Lenders, their direct the Agent and indirect members and affiliatesthe Banks, and their respective officers, directors, officersshareholders, membersemployees, lenders agents, affiliates, successors and employees assigns harmless from and against all costs, expenses, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever incurred by them (including, without limitation, costs of suit, including reasonable attorneys’ fees and fees of expert witnessesattorneys fees) arising out of, resulting from or in connection with relating to (i) the presence on noncompliance of the Borrower, any of its Subsidiaries or under any property owned or leased by the Property Borrower or any of its Subsidiaries with any hazardous substances Environmental Law (whether or solid wastes (as defined elsewhere not such non-compliance is disclosed to the Agent or the Banks herein, in this Agreementany Collateral Document or otherwise), or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving the Borrower, any of its Subsidiaries or off any property owned or leased by the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of its Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or governmental authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants contained in this Agreement or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement to cease to be true, warranty or covenant under the Loan Documents; or (iv) the existence, treatment, storage, Release, generation, transportation, removal, manufacture or other handling of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resourcesproperty owned or leased by the Borrower or any of its Subsidiaries, and to any contamination or (v) the presence of any asbestos-containing material or underground storage tanks, whether in use or closed, under or on any property owned or natural resources arising in connection with leased by the generationBorrower or any of its Subsidiaries; PROVIDED, use, handling, storage, transport or disposal of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Laws; providedHOWEVER, that such the foregoing indemnity will shall not apply to any releases such costs, expenses, claims, demands, damages, penalties or liabilities that occur following the date that the Property is transferred by Borrower arise solely as a result out of the actions gross negligence or willful misconduct of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectindemnified person.

Environmental Compliance and Indemnity. (a) The Borrower will, and will not release (or permit the release of) any hazardous substance on the Property cause each of its Subsidiaries to, comply in all material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply respects with all Applicable Environmental Laws, including, without limitation, all Environmental Laws in all jurisdictions in which the Borrower or any of its Subsidiaries owns or operates a facility or site, arranges for disposal or treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or holds any interest in Real Property or otherwise. Neither the Borrower nor any of its Subsidiaries shall cause or allow the release of Hazardous Materials, solid waste or other wastes on, under or to any Real Property in which the Borrower or such Subsidiary holds any interest or performs any of its operations, in material respectsviolation of any Environmental Law. The Borrower shall notify the Lenders promptly after its receipt of notice thereof, including without limitation of any Environmental Claim which the removal from Borrower receives involving any potential or under actual material liability of the Property constituting immovable property Borrower or any of its Subsidiaries arising in connection with any noncompliance with or violation of the requirements of any Environmental Law or a material Release or threatened Release of any Hazardous Materials, solid waste or other waste into the environment. The Borrower shall promptly notify the Lenders (i) of any material amount release of hazardous substances Hazardous Material on, under or solid wastes (from the Real Property in which the Borrower or any of its Subsidiaries holds or has held an interest, upon the Borrower's learning thereof by receipt of notice that the Borrower or any of its Subsidiaries is or may be liable to any Person as defined elsewhere in this Agreement). a result of such Release or that the Borrower will give notice to the Lenders or such Subsidiary has been identified as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citationspotentially responsible for, or other notices from is subject to investigation by any Governmental Authority governmental authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibilityto, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faithRelease, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat or any judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) If the Administrative Agent at any time has a reasonable basis to believe that there may be a violation of any Environmental Law by, or any liability arising thereunder of, the Borrower will or any of its Subsidiaries or related to any real property owned, leased or operated by the Borrower or any of its Subsidiaries or real property adjacent to such Real Property, which violation or liability could reasonably be expected to have a Materially Adverse Effect, then the Borrower shall, upon request from the Administrative Agent, provide the Administrative Agent with such reports, certificates, engineering studies or other written material or data as the Administrative Agent may require so as to satisfy the Administrative Agent that the Borrower or such Subsidiary is in material compliance with all applicable Environmental Laws. (c) The Borrower shall defend, indemnify and hold Lenders, their direct the Administrative Agent and indirect members and affiliates, the Lenders and their respective officers, directors, officersshareholders, membersemployees, lenders agents, affiliates, successors and employees assigns harmless from and against all costs, expenses, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever incurred by them (including, without limitation, costs of suit, reasonable attorneys’ attorney fees and fees of expert witnessesexpenses) arising out of, resulting from or in connection with relating to (i) the presence on noncompliance of the Borrower, any of its Subsidiaries or under any property owned or leased by the Property Borrower or any of its Subsidiaries with any hazardous substances or solid wastes (as defined elsewhere in this Agreement)Environmental Law, or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving the Borrower, any of its Subsidiaries or off any property owned or leased by the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of its Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or governmental authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants in this Agreement or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement to cease to be true, warranty or covenant under the Loan Documents; or (iv) the existence, treatment, storage, Release, generation, transportation, removal, manufacture or other handling of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resourcesproperty owned or leased by the Borrower or any of its Subsidiaries, and to any contamination or (v) the presence of any asbestos-containing material or underground storage tanks, whether in use or closed, under or on any property owned or natural resources arising in connection with leased by the generation, use, handling, storage, transport Borrower or disposal any of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Lawsits Subsidiaries; provided, however, that such the foregoing indemnity will shall not apply to any releases such costs, expenses, claims, demands, damages, penalties or liabilities that occur following the date that the Property is transferred by Borrower are determined in a final non-appealable order of a court of competent jurisdiction to have arisen solely as a result out of the actions gross negligence or willful misconduct of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectindemnified person.

Environmental Compliance and Indemnity. (a) The Borrower will, and will not release (or permit the release of) any hazardous substance on the Property cause each of its Restricted Subsidiaries to, comply in all material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply respects with all Applicable Environmental Laws, including, without limitation, all Environmental Laws in all jurisdictions in which the Borrower or any of its Restricted Subsidiaries owns or operates a facility or site, arranges for disposal or treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or holds any interest in Real Property or otherwise. Neither the Borrower nor any of its Restricted Subsidiaries shall cause or allow the release of Hazardous Materials, solid waste or other wastes on, under or to any Real Property in which the Borrower or such Restricted Subsidiary holds any interest or performs any of its operations, in material respectsviolation of any Environmental Law. The Borrower shall notify the Lenders promptly after its receipt of notice thereof, including without limitation of any Environmental Claim which the removal from Borrower receives involving any potential or under actual material liability of the Property constituting immovable property Borrower or any of its Restricted Subsidiaries arising in connection with any noncompliance with or violation of the requirements of any Environmental Law or a material Release or threatened Release of any Hazardous Materials, solid waste or other waste into the environment. The Borrower shall promptly notify the Lenders (i) of any material amount release of hazardous substances Hazardous Material on, under or solid wastes (from the Real Property in which the Borrower or any of its Restricted Subsidiaries holds or has held an interest, upon the Borrower's learning thereof by receipt of notice that the Borrower or any of its Restricted Subsidiaries is or may be liable to any Person as defined elsewhere in this Agreement). a result of such Release or that the Borrower will give notice to the Lenders or such Restricted Subsidiary has been identified as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citationspotentially responsible for, or other notices from is subject to investigation by any Governmental Authority governmental authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibilityto, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faithRelease, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat or any judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) If the Administrative Agent at any time has a reasonable basis to believe that there may be a violation of any Environmental Law by, or any liability arising thereunder of, the Borrower will or any of its Restricted Subsidiaries or related to any real property owned, leased or operated by the Borrower or any of its Restricted Subsidiaries or real property adjacent to such Real Property, which violation or liability could reasonably be expected to have a Materially Adverse Effect, then the Borrower shall, upon request from the Administrative Agent, provide the Administrative Agent with such reports, certificates, engineering studies or other written material or data as the Administrative Agent may require so as to satisfy the Administrative Agent that the Borrower or such Restricted Subsidiary is in material compliance with all applicable Environmental Laws. (c) The Borrower shall defend, indemnify and hold Lenders, their direct the Administrative Agent and indirect members and affiliates, the Lenders and their respective officers, directors, officersshareholders, membersemployees, lenders agents, affiliates, successors and employees assigns harmless from and against all costs, expenses, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever incurred by them (including, without limitation, costs of suit, reasonable attorneys’ attorney fees and fees of expert witnessesexpenses) arising out of, resulting from or in connection with relating to (i) the presence on noncompliance of the Borrower, any of its Restricted Subsidiaries or under any property owned or leased by the Property Borrower or any of its Restricted Subsidiaries with any hazardous substances or solid wastes (as defined elsewhere in this Agreement)Environmental Law, or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving the Borrower, any of its Restricted Subsidiaries or off any property owned or leased by the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of its Restricted Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or governmental authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying Person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants in this Agreement or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement to cease to be true, warranty or covenant under the Loan Documents; or (iv) the existence, treatment, storage, Release, generation, transportation, removal, manufacture or other handling of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resourcesproperty owned or leased by the Borrower or any of its Restricted Subsidiaries, and to any contamination or (v) the presence of any asbestos-containing material or underground storage tanks, whether in use or closed, under or on any property owned or natural resources arising in connection with leased by the generation, use, handling, storage, transport Borrower or disposal any of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Lawsits Restricted Subsidiaries; provided, however, that such the foregoing indemnity will shall not apply to any releases such costs, expenses, claims, demands, damages, penalties or liabilities that occur following the date that the Property is transferred by Borrower are determined in a final non-appealable order of a court of competent jurisdiction to have arisen solely as a result out of the actions gross negligence or willful misconduct of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectindemnified person.

Environmental Compliance and Indemnity. (a) The Borrower will not release (or permit the release of) any hazardous substance on the Property shall, and shall cause each of its Subsidiaries to, comply in all material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply respects with all Applicable Environmental Laws, including, without limitation, all Environmental Laws in all jurisdictions in which the Borrower or any of its Subsidiaries owns or operates a facility or site, arranges for disposal or treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or hold any interest in real property or otherwise. Neither the Borrower nor any of its Subsidiaries shall cause or allow the Release of Hazardous Materials, solid waste or other wastes on, under or to any real property in which the Borrower or such Subsidiary holds any interest or performs any of its operations, in material respectsviolation of any Environmental Law. The Borrower shall notify the Banks promptly after its receipt of notice thereof, including without limitation of any Environmental Claim which the removal from Borrower receives involving any potential or under actual material liability of the Property constituting immovable property Borrower or any of its Subsidiaries arising in connection with any noncompliance with or violation of the requirements of any Environmental Law or a material Release or threatened Release of any Hazardous Materials, solid waste or other waste into the environment. The Borrower shall promptly notify the Banks (i) of any material amount Release of hazardous substances Hazardous Material on, under or solid wastes (from the real property in which the Borrower or any of its Subsidiaries holds or has held an interest, upon the Borrower's learning thereof by receipt of notice that the Borrower or any of its Subsidiaries is or may be liable to any Person as defined elsewhere in this Agreement). a result of such Release or that the Borrower will give notice to the Lenders or such Subsidiary has been identified as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citationspotentially responsible for, or other notices from is subject to investigation by any Governmental Authority governmental authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibilityto, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faithRelease, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat of any judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) If the Administrative Agent at any time has a reasonable basis to believe that there may be a violation of any Environmental Law by, or any liability arising thereunder of, the Borrower will or any of its Subsidiaries or related to any real property owned, leased or operated by the Borrower or any of its Subsidiaries or real property adjacent to such real property, which violation or liability could reasonably be expected to have a Material Adverse Effect, then the Borrower shall, upon request from the Administrative Agent, provide the Administrative Agent with such reports, certificates, engineering studies or other written material or data as the Administrative Agent may require so as to satisfy the Administrative Agent that the Borrower or such Subsidiary is in material compliance with all applicable Environmental Laws. (c) The Borrower shall defend, indemnify and hold Lenders, their direct the Administrative Agent and indirect members and affiliatesthe Banks, and their respective officers, directors, officersshareholders, membersemployees, lenders agents, affiliates, successors and employees assigns harmless from and against all costs, expenses, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever incurred by them (including, without limitation, costs of suit, reasonable attorneys’ fees and fees of expert witnessesattorney fees) arising out of, resulting from or in connection with relating to (i) the presence on or under noncompliance of the Property Borrower, any of its Subsidiaries of any hazardous substances property owned or solid wastes (as defined elsewhere in this Agreement)leased by the Borrower or any of its Subsidiaries with any Environmental Law, or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving the Borrower, any of its Subsidiaries or off any property owned or leased by the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of its Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or governmental authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants contained in this Agreement or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement to cease to be true, warranty or covenant under the Loan Documents; or (iv) the existence, treatment, storage, Release, generation, transportation, removal, manufacture or other handling of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resources, and to any contamination property owned or leased by the Borrower of any property of its Subsidiaries, or natural resources arising in connection with (v) the generation, use, handling, storage, transport or disposal presence of any such hazardous substances asbestos-containing material or solid wastes not undertaken underground storage tanks, whether in accordance with Applicable Environmental Lawsuse or closed, under or on any property owned or leased by the Borrower or any of its Subsidiaries; provided, however, that such the foregoing indemnity will shall not apply to any releases such costs, expenses, claims, demands, damages, penalties or liabilities that occur following the date that the Property is transferred by Borrower are determined in a final non-appealable order of a court of competent jurisdiction to have arisen solely as a result out of the actions gross negligence or willful misconduct of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectindemnified person.

Environmental Compliance and Indemnity. (a) The Borrower will not release (or permit the release of) any hazardous substance on the Property shall, and shall cause its Subsidiaries to, comply in all material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply respects with all Applicable Environmental Laws, including, without limitation, all Environmental Laws in all jurisdictions in which the Borrower or any of its Subsidiaries owns, maintains, operates or manages a Tower, facility or site, arranges for disposal or treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or holds any interest in real property or otherwise. The Borrower shall not, and shall not permit any of its Subsidiaries to, cause or allow the Release of Hazardous Materials, solid waste or other wastes on, under or to any real property in which the Borrower or such Subsidiary holds any interest or performs any of its operations, in material respects, including without limitation violation of any Environmental Law. The Borrower shall promptly notify the removal from or under Agent and the Property constituting immovable property Banks (i) of any material amount Release of hazardous substances a Hazardous Material on, under or solid wastes (from the real property in which the Borrower or any of its Subsidiaries holds or has held an interest, upon the Borrower's learning thereof by receipt of notice that the Borrower or such Subsidiary is or may be liable to any Person as defined elsewhere in this Agreement). a result of such Release or that the Borrower will give notice to the Lenders or such Subsidiary has been identified as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citationspotentially responsible for, or other notices from is subject to investigation by any Governmental Authority governmental authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibilityto, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faithRelease, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat of any material judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) If the Agent at any time has a reasonable basis to believe that there may be a violation of any Environmental Law by, or any liability arising thereunder of, the Borrower will or any of its Subsidiaries or related to any real property owned, leased or operated by the Borrower or any of its Subsidiaries or real property adjacent to such real property, which violation or liability could reasonably be expected to have a Material Adverse Effect, then the Borrower shall, upon request from the Agent, provide the Agent with such reports, certificates, engineering or environmental studies or other written material or data as the Agent may require so as to satisfy the Agent that the Borrower or such Subsidiary is in material compliance with all applicable Environmental Laws. (c) The Borrower shall defend, indemnify and hold Lenders, their direct the Agent and indirect members and affiliatesthe Banks, and their respective officers, directors, officersstockholders, membersemployees, lenders agents, affiliates, successors and employees assigns harmless from and against all costs (including clean up costs), expenses, fines, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever (including, without limitation, costs of suit, including reasonable attorneys’ fees ', consultants' and fees of expert witnessesexperts' fees) arising out of, resulting from or in connection with relating to, directly or indirectly, (i) the presence on noncompliance of the Borrower or under any of its Subsidiaries or any property at any time owned or leased by the Property Borrower or any of its Subsidiaries with any hazardous substances or solid wastes (as defined elsewhere in this Agreement)Environmental Law, or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving the Borrower, any of its Subsidiaries or off any property at any time owned or leased by the Property, whether prior to or during the term of this Agreement, and whether by Borrower or any predecessor in title of its Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or governmental authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying Person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants contained in this Agreement or any Collateral Document or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement or any Collateral Document to cease to be true, warranty or covenant under the Loan Documents; or (iv) the Release of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resourcesproperty owned or leased by the Borrower or any of its Subsidiaries, and to any contamination or (v) the presence of any asbestos-containing material or underground storage tanks, whether in use or closed, under or on any property owned or natural resources arising in connection with leased by the generation, use, handling, storage, transport Borrower or disposal any of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Laws; provided, that such indemnity will not apply to any releases that occur following the date that the Property is transferred by Borrower solely as a result of the actions of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effectits Subsidiaries.

Environmental Compliance and Indemnity. (a) Borrower will not release (or permit the release of) any hazardous substance on the Property The Borrowers shall, and shall cause their Subsidiaries to, comply in all material contravention of Applicable Environmental Laws. The terms “hazardous substances” and “release” will have the meanings defined in Section 4.09 hereof. In addition, Borrower will observe and comply respects with all Applicable Environmental Laws, including, without limitation, all Environmental Laws in all jurisdictions in which either Borrower or any of their Subsidiaries owns, maintains, operates or manages a Tower, facility or site, arranges for disposal or treatment of Hazardous Materials, solid waste or other wastes, accepts for transport any Hazardous Materials, solid wastes or other wastes or holds any interest in real property or otherwise. The Borrowers shall not, and shall not permit any of their Subsidiaries to, cause or allow the Release of Hazardous Materials, solid waste or other wastes on, under or to any real property in which such Borrower or Subsidiary holds any interest or performs any of its operations, in material respects, including without limitation violation of any Environmental Law. The Borrowers shall promptly notify the removal from or under Administrative Agent and the Property constituting immovable property Banks (i) of any material amount Release of hazardous substances a Hazardous Material on, under or solid wastes (from the real property in which either Borrower or any of their Subsidiaries holds or has held an interest, upon either Borrower's learning thereof by receipt of notice that such Borrower or Subsidiary is or may be liable to any Person as defined elsewhere in this Agreement). a result of such Release or that such Borrower will give notice to the Lenders or Subsidiary has been identified as soon as reasonably possible and in no event more than fifteen (15) days after it receives any compliance orders, environmental citationspotentially responsible for, or other notices from is subject to investigation by any Governmental Authority governmental authority relating to any environmental condition relating to its properties or elsewhere for which it may have legal responsibilityto, with a full description thereof; Borrower agrees to take any and all reasonable steps and to perform any and all reasonable actions necessary or appropriate to promptly comply with any such citations, compliance orders or other Applicable Environmental Laws requiring it to remove, treat or dispose of such hazardous materials, wastes or conditions at the sole expense of Borrower and to provide Lenders with satisfactory evidence of such compliance; provided, that nothing contained herein will preclude Borrower from contesting any such compliance orders or citations if such contest is made in good faithRelease, and appropriate reserves are established for the payment for the cost of compliance therewith. Notwithstanding the foregoing provisions, Borrower has informed the Lenders that it or its affiliated tenant intends to utilize in connection with routine business operational activities at the Property, commercial products generally available to the public or routinely used in Borrower’s business which contain varying degrees of hazardous substances that are permitted by Applicable Environmental Laws. The Lenders acknowledge such intended use and agree that such use shall not constitute a breach (ii) of the covenants and agreements set forth herein, provided such hazardous substances are used for their intended purpose in accordance with this Agreement and all Applicable commencement or threat of any judicial or administrative proceeding alleging a violation of any Environmental Laws. (b) If the Administrative Agent at any time has a reasonable basis to believe that there may be a violation of any Environmental Law by, or any liability arising thereunder of, either Borrower will or any of their Subsidiaries or related to any real property owned, leased or operated by either Borrower or any of their Subsidiaries or real property adjacent to such real property, which violation or liability could reasonably be expected to have a Material Adverse Effect, then the Borrowers shall, upon request from the Administrative Agent, provide the Administrative Agent with such reports, certificates, engineering studies or other written material or data as the Administrative Agent may require so as to satisfy the Administrative Agent that such Borrower or Subsidiary is in material compliance with all applicable Environmental Laws. (c) The Borrowers, jointly and severally, shall defend, indemnify and hold Lenders, their direct the Administrative Agent and indirect members and affiliatesthe Banks, and their respective officers, directors, officersstockholders, membersemployees, lenders agents, affiliates, successors and employees assigns harmless from and against all costs (including clean up costs), expenses, fines, claims, demands, causes damages, penalties and liabilities of action, liabilities, losses, costs and expenses every kind or nature whatsoever (including, without limitation, costs of suit, including reasonable attorneys’ fees ', consultants' and fees of expert witnessesexperts' fees) arising out of, resulting from or in connection with relating to, directly or indirectly, (i) the presence on noncompliance of either Borrower or under the Property any of their Subsidiaries or any hazardous substances property owned or solid wastes (as defined elsewhere in this Agreement)leased by either Borrower or any of their Subsidiaries with any Environmental Law, or any releases or discharges of any hazardous substances or solid wastes on, under or from the Property; (ii) any activity carried on investigatory or undertaken on remedial action involving either Borrower, any of their Subsidiaries or off the Property, whether prior to any property owned or during the term of this Agreement, and whether leased by either Borrower or any predecessor in title of their Subsidiaries and required by Environmental Laws or by order of any officers, employees, lender, contractors or subcontractors of Borrower or governmental authority having jurisdiction under any predecessor in titleEnvironmental Laws, or (iii) any third persons at injury to any time occupying Person whatsoever or present on the Propertydamage to any property arising out of, in connection with or in any way relating to the handling, use, generation, manufacture, treatment, removal, storage, decontamination, clean up, transport or disposal of any hazardous substances or solid wastes at any time located or present on or under the Property; (iii) any breach of any of the environmental representationwarranties or covenants contained in this Agreement or any Collateral Document or any facts or circumstances that cause any of the environmental representations or warranties contained in this Agreement or any Collateral Document to cease to be true, warranty or covenant under the Loan Documents; or (iv) the Release of any loss sustained due to any portion of the Property being considered “wetlands,” as such term is defined by applicable federal law. The foregoing indemnity will further apply to any residual contamination Hazardous Material on or under the Property, or affecting any natural resourcesproperty owned or leased by either Borrower or any of their Subsidiaries, and to any contamination or (v) the presence of any asbestos-containing material or underground storage tanks, whether in use or closed, under or on any property owned or natural resources arising in connection with the generation, use, handling, storage, transport leased by either Borrower or disposal any of any such hazardous substances or solid wastes not undertaken in accordance with Applicable Environmental Laws; provided, that such indemnity will not apply to any releases that occur following the date that the Property is transferred by Borrower solely as a result of the actions of any other Person other than Borrower. Without prejudice to the survival of any other agreements of Borrower hereunder, the provisions of this Section will survive the final payment of all Indebtedness and the termination of this Agreement and will continue thereafter in full force and effecttheir Subsidiaries.