Common use of Environmental Indemnities Clause in Contracts

Environmental Indemnities. Each of the Borrowers hereby agrees to indemnify, defend and hold harmless the Administrative Agent and the Lenders and their respective officers, directors, employees, agents, consultants, attorneys, contractors and their respective affiliates, successors or assigns, or transferees from and against, and reimburse said Persons in full with respect to, any and all loss, liability, damage, fines, penalties, costs and expenses, of every kind and character, including reasonable attorneys’ fees and court costs, known or unknown, fixed or contingent, occasioned by or associated with any claims, demands, causes of action, suits and/or enforcement actions, including any administrative or judicial proceedings, and any remedial, removal or response actions ever asserted, threatened, instituted or requested by any Persons, including any Governmental Authority, arising out of or related to: (a) the breach of any representation or warranty of the Borrowers contained in Section 5.16; (b) the failure of the Borrowers to perform any of their respective covenants contained in Section 6.7; (c) the ownership, construction, occupancy, operation, use of the Credit Parties’ Properties prior to the date on which the Indebtedness and obligations secured hereby have been paid and performed in full; provided, however, this indemnity shall not apply with respect to matters caused by or arising solely from the Administrative Agent’s or the Lenders’ activities during any period of time the Administrative Agent or the Lenders acquire ownership of the Credit Parties’ Properties.

Environmental Indemnities. Each of the Borrowers Borrower hereby agrees to indemnify, defend and hold harmless the Administrative Agent Bank and the Lenders and their respective each of its officers, directors, employees, agents, consultants, attorneys, contractors and their respective each of its affiliates, successors or assigns, or transferees from and against, and reimburse said Persons in full with respect to, any and all loss, liability, damage, fines, penalties, costs and expenses, of every kind and character, including reasonable attorneys’ ' fees and court costs, known or unknown, fixed or contingent, occasioned by or associated with any claims, demands, causes of action, suits and/or enforcement actions, including any administrative or judicial proceedings, and any remedial, removal or response actions ever asserted, threatened, instituted or requested by any Persons, including any Governmental AuthorityTribunal, arising out of or related to: (a) the breach of any representation or warranty of the Borrowers Borrower contained in Section 5.167.16 set forth herein; (b) the failure of the Borrowers Borrower to perform any of their respective its covenants contained in Section 6.76.7 herein; (c) the ownership, construction, occupancy, operation, use of the Credit Parties’ Properties Collateral prior to the earlier of the date on which (i) the Indebtedness and obligations secured hereby have been paid and performed in fullfull and the Security Instruments have been released, or (ii) the Collateral has been sold by Bank following Bank's ownership of the Collateral by way of foreclosure of the Liens granted pursuant hereto, deed in lieu of such foreclosure or otherwise (the "Release Date"); provided, however, this indemnity shall not apply with respect to matters caused by or arising solely from the Administrative Agent’s or the Lenders’ Bank's activities during any period of time the Administrative Agent or the Lenders acquire Bank acquires ownership of the Credit Parties’ PropertiesCollateral.

Environmental Indemnities. Each of the Borrowers Borrower hereby agrees to indemnify, ------------------------- defend and hold harmless the Administrative Agent Lender and the Lenders and their respective each of its officers, directors, employees, members, agents, consultants, attorneys, contractors and their respective each of its affiliates, successors or assigns, or transferees from and against, and reimburse said Persons in full with respect to, any and all loss, liability, damage, fines, penalties, costs and expenses, of every kind and character, including reasonable attorneys’ ' fees and court costs, known or unknown, fixed or contingent, occasioned by or associated with any claims, demands, causes of action, suits and/or enforcement actions, including any administrative or judicial proceedings, and any remedial, removal or response actions ever asserted, threatened, instituted or requested by any Persons, including any Governmental AuthorityTribunal, arising out of or related to: (a) the breach of any representation or warranty of the Borrowers Borrower contained in Section 5.166.5 set forth herein; (b) the failure of the Borrowers Borrower to perform any of their respective its covenants contained in Section 6.75.5 or 5.6 hereunder; (c) the ownership, construction, occupancy, operation, use of the Credit Parties’ Properties Collateral prior to the earlier of the date on which (i) the Indebtedness and obligations secured hereby have been paid and performed in full; providedfull and the Security Instruments have been released, however, this indemnity shall not apply with respect to matters caused or (ii) the Collateral has been sold by or arising solely from the Administrative Agent’s or the Lenders’ activities during any period of time the Administrative Agent or the Lenders acquire Lender following Lender's ownership of the Credit Parties’ PropertiesCollateral by way of foreclosure of the Liens granted pursuant hereto, deed in lieu of such foreclosure or otherwise (the "Release Date").

Environmental Indemnities. Each of the Borrowers hereby agrees agree to indemnify, defend and hold harmless the Administrative Agent Bank and the Lenders and their respective each of its officers, directors, employees, agents, consultants, attorneys, contractors and their respective each of its affiliates, successors or assigns, or transferees from and against, and reimburse said Persons in full with respect to, any and all out of pocket loss, liability, damage, fines, penalties, costs and expenses, of every kind and character, including reasonable attorneys’ fees and court costs, known or unknown, fixed or contingent, occasioned by or associated with any claims, demands, causes of action, suits and/or enforcement actions, including any administrative or judicial proceedings, and any remedial, removal or response actions ever asserted, threatened, instituted or requested by any Persons, including any Governmental AuthorityTribunal, arising out of or related to: (a) the breach of any representation or warranty of the Borrowers contained in Section 5.167.16 set forth herein; (b) the failure of the Borrowers to perform any of their respective covenants contained in Section 6.76.7 herein; (c) the ownership, construction, occupancy, operation, use of the Credit Parties’ Properties Collateral prior to the earlier of the date on which (i) the Indebtedness and obligations secured hereby have been paid and performed in fullfull and the Security Instruments have been released, or (ii) the Collateral has been sold by the Bank following the Bank’s ownership of the Collateral by way of foreclosure of the Liens granted pursuant hereto, deed in lieu of such foreclosure or otherwise (the “Release Date”); provided, however, this indemnity shall not apply with respect to matters caused by or arising solely from the Administrative AgentBank’s or the Lenders’ activities during any period of time the Administrative Agent or the Lenders acquire Bank acquires ownership of the Credit Parties’ PropertiesCollateral or otherwise to the extent caused by the Bank’s gross negligence or willful misconduct.

Environmental Indemnities. Each of the Borrowers Credit Parties hereby agrees to indemnify, defend and hold harmless the Administrative Agent and the Lenders and their respective officers, directors, employees, agents, consultants, attorneys, contractors and their respective affiliates, successors or assigns, or transferees from and against, and reimburse said Persons in full with respect to, any and all loss, liability, damage, fines, penalties, costs and expenses, of every kind and character, including reasonable attorneys’ ' fees and court costs, known or unknown, fixed or contingent, occasioned by or associated with any claims, demands, causes of action, suits and/or enforcement actions, including any administrative or judicial proceedings, and any remedial, removal or response actions ever asserted, threatened, instituted or requested by any Persons, including any Governmental AuthorityTribunal, arising out of or related to: (a) the breach of any representation or warranty of the Borrowers Credit Parties contained in Section 5.16; (b) the failure of the Borrowers Credit Parties to perform any of their respective covenants contained in Section 6.7; (c) the ownership, construction, occupancy, operation, use of the Credit Parties’ Properties ' properties prior to the earlier of the date on which (i) the Indebtedness and obligations secured hereby have been paid and performed in fullfull and the Collateral Documents have been released, or (ii) the Credit Parties' properties has been sold by Agent or by the Lenders following such parties' ownership of the Credit Parties' properties by way of foreclosure of the Liens granted pursuant hereto, deed in lieu of such foreclosure or otherwise (the "Release Date"); provided, however, this indemnity shall not apply with respect to matters caused by or arising solely from the Administrative Agent’s 's or the Lenders’ ' activities during any period of time the Administrative Agent or the Lenders acquire ownership of the Credit Parties’ Properties' properties.

Environmental Indemnities. Each of the Borrowers hereby agrees agree to indemnify, defend and hold harmless the Administrative Agent Bank and the Lenders and their respective each of its officers, directors, employees, agents, consultants, attorneys, contractors and their respective each of its affiliates, successors or assigns, or transferees from and against, and reimburse said Persons in full with respect to, any and all out of pocket loss, liability, damage, fines, penalties, costs and expenses, of every kind and character, including reasonable attorneys’ fees and court costs, known or unknown, fixed or contingent, occasioned by or associated with any claims, demands, causes of action, suits and/or enforcement actions, including any administrative or judicial proceedings, and any remedial, removal or response actions ever asserted, threatened, instituted or requested by any Persons, including any Governmental AuthorityTribunal, 30 arising out of or related to: (a) the breach of any representation or warranty of the Borrowers contained in Section 5.167.16 set forth herein; (b) the failure of the Borrowers to perform any of their respective covenants contained in Section 6.76.7 herein; (c) the ownership, construction, occupancy, operation, use of the Credit Parties’ Properties Collateral prior to the earlier of the date on which (i) the Indebtedness and obligations secured hereby have been paid and performed in fullfull and the Security Instruments have been released, or (ii) the Collateral has been sold by the Bank following the Bank’s ownership of the Collateral by way of foreclosure of the Liens granted pursuant hereto, deed in lieu of such foreclosure or otherwise (the “Release Date”); provided, however, this indemnity shall not apply with respect to matters caused by or arising solely from the Administrative AgentBank’s or the Lenders’ activities during any period of time the Administrative Agent or the Lenders acquire Bank acquires ownership of the Credit PartiesCollateral or otherwise to the extent caused by the Bank’s gross negligence or willful misconduct. The indemnities contained in this Section 6.8 apply, without limitation, to any violation on or before the Release Date of any Environmental Laws and any liability or obligation relating to the environmental conditions on, under or about the Collateral on or prior to the Release Date (including, without limitation: (a) the presence on, upon or in the Collateral or release, discharge or threatened release on, upon or from the Collateral of any Polluting Substances generated, used, stored, treated, disposed of or otherwise released prior to the Release Date, and (b) any and all damage to real or personal property or natural resources and/or harm or injury including wrongful death, to persons alleged to have resulted from such release of any Polluting Substances regardless of whether the act, omission, event or circumstances constituted a violation of any Environmental Law at the time of its existence or occurrence). The term “release” shall have the meaning specified in CERCLA/XXXX and the terms “stored,” “treated” and “disposed” shall have the meanings specified in RCRA/HSWA; provided, however, any broader meanings of such terms provided by applicable laws of the States where the Collateral is located. The provisions of this Section 6.8 shall be in addition to any other obligations and liabilities Borrowers may have to the Bank at common law and shall survive the Release Date and shall continue thereafter in full force and effect. The Bank agrees that in the event that such claim, suit or enforcement action is asserted or threatened in writing or instituted against it or any of its officers, employers, agents or contractors or any such remedial, removal or response action is requested of it or any of its officers, employees, agents or contractors for which the Bank may desire indemnity or defense hereunder, the Bank shall give written notification thereof to Borrowers. Notwithstanding anything to the contrary stated herein, the indemnities created by this Section 6.8 shall only apply to losses, liabilities, damages, fines, penalties, costs and expenses actually incurred by the Bank as a result of claims, demands, actions, suits or proceedings brought by Persons who are not the beneficiaries of any such indemnity. The Bank shall act as the exclusive agent for all indemnified Persons under this Section 6.8. With respect to any claims or demands made by such indemnified Persons, the Bank shall notify Borrowers within twenty (20) days after the Bank’s receipt of a writing advising the Bank of such claim or demand. Such notice shall identify (i) when such claim or demand was first made, (ii) the identity of the Person making it, (iii) the indemnified Person and (iv) the substance of such claim or demand. Failure by the Bank to so notify Borrowers within said ten (10) day period shall reduce the 31 amount of Borrowers’ Properties.obligations and liabilities under this Section 6.8 by an amount equal to any damages or losses suffered by Borrowers resulting from any prejudice caused Borrowers by such delay in notification from the Bank. Upon receipt of such notice, Borrowers shall have the exclusive right and obligation to contest, defend, negotiate or settle any such claim or demand through counsel of its own selection (but reasonably satisfactory to the Bank) and solely at Borrowers’ own cost, risk and expense; provided, that the Bank, at its own cost and expense shall have the right to participate in any such contest, defense, negotiations or settlement. The settlement of any claim or demand hereunder by Borrowers may be made only upon the prior approval of the Bank of the terms of the settlement, which approval shall not be unreasonably withheld, conditioned or delayed. 6.9

Environmental Indemnities. Each of the Borrowers The Borrower hereby agrees to indemnify, defend and hold harmless the Administrative Agent Bank and the Lenders and their respective each of its officers, directors, employees, agents, consultants, attorneys, contractors and their respective each of its affiliates, successors or assigns, or transferees from and against, and reimburse said Persons in full with respect to, any and all loss, liability, damage, fines, penalties, costs and expenses, of every kind and character, including reasonable attorneys’ ' fees and court costs, known or unknown, fixed or contingent, occasioned by or associated with any claims, demands, causes of action, suits and/or enforcement actions, including any administrative or judicial proceedings, and any remedial, removal or response actions ever asserted, threatened, instituted or requested by any Persons, including any Governmental AuthorityTribunal, arising out of or related to: (a) the breach of any representation or warranty of the Borrowers Borrower contained in Section 5.167.16 set forth herein; (b) the failure of the Borrowers Borrower to perform any of their respective its covenants contained in Section 6.76.7 herein; (c) the ownership, construction, occupancy, operation, use of the Credit Parties’ Properties Collateral prior to the earlier of the date on which (i) the Indebtedness and obligations secured hereby have been paid and performed in fullfull and the Security Instruments have been released, or (ii) the Collateral has been sold by the Bank following the Bank's ownership of the Collateral by way of foreclosure of the Liens granted pursuant hereto, deed in lieu of such foreclosure or otherwise (the "Release Date"); provided, however, this indemnity shall not apply with respect to matters caused by or arising solely from the Administrative Agent’s or the Lenders’ Bank's activities during any period of time the Administrative Agent or the Lenders acquire Bank acquires ownership of the Credit Parties’ PropertiesCollateral.

Environmental Indemnities. Each of the Borrowers hereby agrees to indemnify, defend and hold harmless the Administrative Agent and the Lenders and their respective officers, directors, employees, agents, consultants, attorneys, contractors and their respective affiliates, successors or assigns, or transferees from and against, and reimburse said Persons in full with respect to, any and all loss, liability, damage, fines, penalties, costs and expenses, of every kind and character, including reasonable attorneys’ ' fees and court costs, known or unknown, fixed or contingent, occasioned by or associated with any claims, demands, causes of action, suits and/or enforcement actions, including any administrative or judicial proceedings, and any remedial, removal or response actions ever asserted, threatened, instituted or requested by any Persons, including any Governmental AuthorityTribunal, arising out of or related to: (a) the breach of any representation or warranty of the Borrowers contained in Section 5.16; (b) the failure of the Borrowers to perform any of their respective covenants contained in Section 6.7; (c) the ownership, construction, occupancy, operation, use of the Credit Parties’ Properties ' properties prior to the date on which the Indebtedness and obligations secured hereby have been paid and performed in full; provided, however, this indemnity shall not apply with respect to matters caused by or arising solely from the Administrative Agent’s 's or the Lenders’ ' activities during any period of time the Administrative Agent or the Lenders acquire ownership of the Credit Parties’ Properties.' properties. The indemnities contained in this Section 6.12 apply, without limitation, to any violation on or before the Release Date of any Environmental Laws and any liability or obligation relating to the environmental conditions on, under or about the Credit Parties' properties on or prior to the Release Date (including, without limitation: (a) the presence on, upon or in the Credit Parties' properties or release, discharge or threatened release on, upon or from the Credit Parties' properties of any polluting substances generated, used, stored, treated, disposed of or otherwise released prior to the Release Date, and (b) any and all damage to real or personal property or natural resources and/or harm or injury including wrongful death, to persons alleged to have resulted from such release of any polluting substances regardless of whether the act, omission, event or circumstances constituted a violation of any Environmental Law at the

Environmental Indemnities. Each of the Borrowers Borrower hereby agrees to indemnify, defend and hold harmless the Administrative Agent Bank and the Lenders and their respective each of its officers, directors, employees, agents, consultants, attorneys, contractors and their respective each of its affiliates, successors or assigns, or transferees from and against, and reimburse said Persons in full with respect to, any and all loss, liability, damage, fines, penalties, costs and expenses, of every kind and character, including reasonable attorneys’ fees and court costs, known or unknown, fixed or contingent, occasioned by or associated with any claims, demands, causes of action, suits and/or enforcement actions, including any administrative or judicial proceedings, and any remedial, removal or response actions ever asserted, threatened, instituted or requested by any Persons, including any Governmental AuthorityTribunal, arising out of or related to: (a) the breach of any representation or warranty of the Borrowers Borrower contained in Section 5.167.16 set forth herein; (b) the failure of the Borrowers Borrower to perform any of their respective its covenants contained in Section 6.76.7 herein; (c) the ownership, construction, occupancy, operation, use of the Credit Parties’ Properties Collateral prior to the earlier of the date on which (i) the Indebtedness and obligations secured hereby have been paid and performed in fullfull and the Security Instruments have been released, or (ii) the Collateral has been sold by Bank following Bank’s ownership of the Collateral by way of foreclosure of the Liens granted pursuant hereto, deed in lieu of such foreclosure or otherwise (the “Release Date”); provided, however, this indemnity shall not apply with respect to matters caused by or arising solely from the Administrative AgentBank’s or the Lenders’ activities during any period of time the Administrative Agent or the Lenders acquire Bank acquires ownership of the Credit Parties’ PropertiesCollateral.