Common use of Environmental Indemnity Clause in Contracts

Environmental Indemnity. Without limitation of the other provisions of this Article XXVI, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other ----------------------- provisions of this Article XXVI, the Lessee hereby agrees to indemnify, hold ------------ harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee -------- ------- under this Section 26.3 for (1) any Claim to the extent resulting from the ------------ willful misconduct or gross negligence of such Indemnitee (it being understood -- ----- ---------- that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without limitation of Section 7.1 or Section 3.4 of the other provisions of this Article XXVIConstruction Agency Agreement, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, in each case, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage)Claims, losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions the condition of the Leased Property or any clean-up, remedial, removal or restoration work required or conducted by any federalGovernmental Authority or required by Environmental Laws (collectively, state or local government agency“Environmental Claims”), arising in whole or in part, out of: (a) the presence on on, under or under around the Leased Property or any portion thereof of any Hazardous Substance in violation of Environmental LawSubstance, or any releases or discharges Release of any Hazardous Substance on, under, from from, onto or onto around the Leased Property in violation of Environmental Lawor any portion thereof, (b) any activity, including, without limitation, construction, carried on or undertaken on the Leased Property or any portion thereof or off the Leased Property, and whether by the Lessee or any of its Affiliates or any predecessor in title or any employees, agents, sublessees, contractors or subcontractors of the Lessee Lessee, any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the investigation, handling, treatment, remediation, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Substance that at any time are has been or is Released, located or present on on, under or under around, or that at any time has or may migrate, flow, percolate, diffuse or in any way move onto or under the PropertyLeased Property or any portion thereof, or any activity that aggravates, contributes to or exacerbates existing environmental conditions or results in a violation of existing deed restrictions, (c) loss of or damage to any property or the environment arising from, or in any way related to, the Leased Property or Lessee or any of its Affiliates (including, without limitation, investigation costs, clean-up costs, response costs, remediation remediation, restoration and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative mitigating action required by or under Environmental Laws, in each case arising from, or in any way related to, the Leased Property, Lessee, any of its Affiliates or the Overall Transaction or any portion thereof, (d) any claim concerning lack of compliance with Environmental LawsLaws in connection with the Leased Property, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on against the land recordsLeased Property or any portion thereof, or (e) any residual contamination on or under any of the LandLeased 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 SubstancesSubstance, in each case arising from, or in any way related to, the Leased Property, Lessee, any of its Affiliates, or the Overall Transaction or any portion thereof, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable lawsApplicable Laws. Notwithstanding the foregoing provisions of this Section 13.7, regulations, codes and ordinances; provided, however, the Lessee shall not be required obligated to indemnify any an Indemnitee under this Section 26.3 13.7 for (1) any Claim (i) to the extent resulting from that such Claim is attributable to the gross negligence or willful misconduct or gross negligence of such Indemnitee Indemnitee, (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not grossii) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts occurring after any sale or events taking possession pursuant to Section 16.2 of the Lease or (iii) to the extent attributable to acts occurring after the expiration or earlier termination of the Term Term, but, in the case of this clause (iii), only to the extent not attributable to, arising from, or relating to, the return or remarketing of Lessor’s ownership interests in the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsLeased Property. It is expressly understood and agreed that the indemnity indemnities provided for herein shall in this Section 13.7 shall, except as otherwise provided herein, (i) survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative DocumentDocument and (ii) continue to benefit a Participant that has been replaced pursuant to Section 14.9 hereof or a Lender whose interest is purchased pursuant to Section 2.10 of the Loan Agreement.

Environmental Indemnity. Without In addition to and without limitation of Section 7.1 or Section 3.3 of the other provisions Construction Agency Agreement (but subject to the proviso set forth below), each of this Article XXVIChoicePoint and each Lessee, the Lessee hereby jointly and severally, agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After-Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the a Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation third party claims Claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of: (ai) the presence on or under the Property Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Law,Land; (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the Lessee Lessee, or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Lessee, or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,Land; (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (div) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, ; or (ev) any residual contamination on or under the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; in any case arising or occurring (y) prior to or during the Lease Term or (z) at any time during which the Lessee or any Affiliate thereof owns any interest in or otherwise occupies or possesses the Leased Property or any portion thereof; provided, however, that the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting that such Claim results from the willful misconduct or gross negligence of such Indemnitee (it being understood thatexcept that the exception set forth in the immediately preceding proviso shall not apply to Lessor Indemnitees, unless which the applicable Indemnitee was Lessee shall, in possession any event, be obligated to indemnify, except as provided in Section 18.12 of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsLease). It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby each Lessee, jointly and severally, agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the any Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIIn addition to, and not in derogation of, the Lessee indemnities contained in Section 13.1 and 13.4 the Guarantor and the Lessee, jointly and severally, hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses)Claims, including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedialremediation, removal or restoration work by or at the direction of any federalGovernmental Authority, state related to the Properties or local government agencythe Lessee's use of the Properties, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the any Property of any Hazardous Substance in violation of Environmental LawSubstances, or 39 44 any releases or discharges of any Hazardous Substance Substances on, under, from or onto the any Property in violation of Environmental Lawor any other Hazardous Condition with respect to any Property, (bii) any activityHazardous Activity, including, without limitation, construction, carried on or undertaken on or off the any Property, and whether by the Lessee Lessee, or any predecessor in title or any employees, agentsIndenture Trustee, contractors or subcontractors of the Lessee Lessee, or any predecessor in title, or any other Persons (including such Indemnitee)Persons, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under any Property or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the any Property, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (div) any claim Claim concerning lack of compliance with Environmental LawsLaws with respect to the Properties, or any act or omission causing an environmental condition with respect to the Properties that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, orrecords with respect to the Properties, (ev) any residual contamination on or under the Landany Property, or including any such contamination affecting any natural resources, and to any such contamination of any property or natural resources arising in connection with the generation, use, handling, storage, transport or disposal of any Hazardous Substances associated with such Hazardous SubstancesProperty and related to the residual contamination, and the obligation existing, irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify , (vi) in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII, the Lessee Representative hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the PropertyProperty related thereto), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agencyGovernmental Authority, arising in whole or in part, out of: (a) the presence on or under any of the Property Properties of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges Releases of any Hazardous Substance Materials on, under, from or onto any of the Property in violation of Environmental LawProperties, (b) any activity, including, without limitation, construction, carried on or undertaken on or off any of the PropertyProperties, and whether by the any Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the any Lessee or any predecessor in title, or any other Persons (including such Indemnitee), or in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVI, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial actionaction under Environmental Laws, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out ofof (i) the matters and arrangements contemplated by the Operative Documents and/or (ii) any one or more of the following: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawSubstance, or any releases or discharges of any Hazardous Substance Substance, on, under, from or onto the Property in violation of Environmental LawProperty, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Substance that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance of the Property with Environmental Laws, or any act or omission causing an environmental condition at the Property that requires remediation under Environmental Laws or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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 SubstancesSubstance, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was -50- 52 in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of an Event of Default, or (3) any Claim which does not result from an action, suit or proceeding unless the Operative DocumentsIndemnitee provides the Lessee with written notice of the circumstances from which such claim arises and allows the Lessee a reasonable opportunity to address such circumstances as required by applicable Environmental Law in order to minimize any such Claim. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document. So long as no Default has occurred and is continuing, the Lessee shall have the exclusive right to remediate and to control the remediation of the circumstances related to any such Claim in accordance with Section 18.2.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISECTION 11, the Lessee Borrower hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage)claims, losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' ', expert consultants', expert witnesses', and/or paralegals' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions the condition of the Mortgaged Property or any clean-up, remedial, removal or restoration work by any federalGovernmental Authority (collectively, state or local government agency"Environmental Claims"), arising in whole or in part, out of: (a) the presence on on, under or under around the Mortgaged Property or any portion thereof of any Hazardous Substance in violation of Environmental LawMaterial, or any releases or discharges of any Hazardous Substance Material on, under, from from, onto or onto around the Mortgaged Property in violation of Environmental Lawor any portion thereof, (b) any activity, including, without limitation, construction, construction carried on or undertaken on or off the PropertyMortgaged Property or any portion thereof, and whether by the Lessee Borrower or any of its Affiliates or any predecessor in title or any employees, agents, sublessees, contractors or subcontractors of the Lessee Borrower, any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Substance that at any time are located or present on on, under or under around, or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyMortgaged Property or any portion thereof, (c) loss of or damage to any property or the environment arising from, or in any way related to, the Mortgaged Property or Borrower or any of its Affiliates (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case arising from, or Giant Yorktown, Inc. Loan Agreement in any way related to, the Mortgaged Property, Borrower or the transactions contemplated by the Operative Documents or any portion thereof, (d) any claim concerning lack of compliance with Environmental LawsLaws in connection with the Mortgaged Property (including, without limitation, any claim arising from the failure or alleged failure to obtain or comply with any permit required by any Environmental Laws for the construction or operation of the Mortgaged Property), or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on against the land recordsMortgaged Property or any portion thereof, or (e) any residual contamination on or under any of the LandMortgaged Property, or adversely 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 SubstancesSubstance, in each case arising from, or in any way related to, the Mortgaged Property, Borrower or the transactions contemplated by the Operative Documents or any portion thereof, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence all Requirements of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative DocumentLaw.

Environmental Indemnity. Without To the fullest extent permitted by Applicable Law, and without limitation of the other provisions of this Article XXVIXIII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial actionactions, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but Xxx Research Corporation Participation Agreement not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all expenses and costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work with respect to any Property undertaken or required by any federal, state or local government agencyGovernmental Authority), arising or asserted under any Environmental Laws, and arising in whole or in part, out of: (a) the presence on or under the such Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges Releases of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Law,at such Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the such Property, and whether by the Lessee (or any predecessor in title title) or any employees, agents, contractors or subcontractors of the Lessee (or any predecessor in title), or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the off such Property,; (c) with respect to any Hazardous Materials at such Property, loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; or (d) any claim concerning lack of compliance noncompliance with Environmental Laws, or any act or omission causing an environmental condition at such Property that requires remediation or would allow causing any Governmental Authority to record a Lien pursuant to Environmental Laws on the land records, record of such Property; or (e) any residual contamination on or under the Landsuch Property, or including any contamination 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 Hazardous Material associated with such Hazardous SubstancesProperty, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, that the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1) any Claim claim to the extent resulting from the willful misconduct or such Indemnitee's gross negligence of such Indemnitee (it being understood thator willful misconduct, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim claim arising in respect to such Property to the extent attributable to acts or events occurring in the period after the expiration of the Term or the return or remarketing of Lessee ceases to lease the Property so long as from the Lessor is not exercising remedies against Lessor; provided that the Lessee in respect of the Operative Documentsfacts supporting such claim occur after such period. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of the Lease Term with respect to any claim based on facts or circumstances arising prior to or during the Lease Term, and shall be separate and independent from any remedy under this the Lease or any other Operative Document. Xxx Research Corporation Participation Agreement Without limiting the generality of the foregoing, the Lessee waives all rights and defenses that the Lessee may have because the Lessee's obligations are secured by real property. This means, among other things: (1) The Indemnitees may collect from the Lessee without first foreclosing on any real or, if applicable, personal property collateral pledged by Lessee; (2) If the Indemnitees foreclose on any real property collateral pledged by the Lessee: (A) the amount of the Lessee's obligations may be reduced only by the price for which that collateral is sold at the foreclosure sale (even if the collateral is worth more than the sale price thereof); (B) the Indemnitees may collect from the Lessee even if the Indemnitees, by foreclosing on the real property collateral, have destroyed any right the Lessee may have to collect from third parties. This is an unconditional and irrevocable waiver of any rights and defenses the Lessee may have because Lessee's obligations are secured by real property.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIIX, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation claims for natural resources damages and third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys', paralegals', experts' and/or paralegals' consultant's fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, or judicial proceeding, arising in whole or in part, out of (a) the presence on or under the either Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges, or threatened releases or discharges of any Hazardous Substance Materials on, under, from or onto the either Property in violation whether from historic or future threatened releases of Environmental LawHazardous Materials, (b) any activity, including, without limitation, including construction, carried on or undertaken on or off the either Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the either Property, (c) loss of or damage to any property or the environment (including, without limitation, including clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case arising from or in any way related to the Land, any Improvements, Lessee or the Overall Transaction, (d) with respect to the Land or any Improvements, any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesApplicable Laws; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 9.5 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee, or any Affiliate of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the that Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee Indemnitee, or any Affiliate of such Indemnitee, caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring which occur after the expiration of the Lease Term or the return or remarketing earlier termination of the Property Lease (except (A) to the extent fairly attributable to acts, events, liabilities or damages occurring or accruing prior thereto; (B) Claims arising following the termination or expiration of the Lease Term so long as the Lessor is not exercising Collateral Agent or any Participant continues to exercise remedies against the Lessee or Guarantor in respect of the Operative DocumentsDocuments and (C) Claims arising after the expiration of the Lease Term so long as Lessor is remarketing the Properties (or any interest therein) in accordance with Section 7.1 of the Lease). It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of of, and shall be separate and independent from any remedy under this under, the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIARTICLE XIII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the PropertyProperty related thereto), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under any of the Property Properties of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto any of the Property in violation of Environmental LawProperties, (b) any activity, including, without limitation, construction, carried on or undertaken on or off any of the PropertyProperties, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under any of the PropertyProperties, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Hazardous Materials Laws, (d) any claim concerning lack of compliance with Environmental Hazardous Materials Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under any of the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; providedPROVIDED, howeverHOWEVER, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 SECTION 13.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the any such Property so long as the Lessor is and the Lenders are not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without limitation of Section 7.1 or Section 3.3 of the other provisions of this Article XXVIConstruction Agency Agreement, the Lessee hereby each Lessee, jointly and severally, agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After-Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the a Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property’s lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without In addition to and without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees and Guarantor jointly and severally agree to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence in, on or under the Leased Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials in, on, under, from or onto the Property in violation of Environmental LawLeased Property, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Leased Property, and whether by the Lessee a Lessee, Guarantor or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee a Lessee, Guarantor or any predecessor in title, or any other Persons (including such Indemnitee)Persons, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Leased Property, (ciii) to the extent related in any way to the Leased Property, loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (div) to the extent related in any way to the Leased Property any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination in, on or under the LandLeased 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, and Materials; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; in any case with respect to the matters described in the foregoing clauses (i) through (v) that arise or occur prior to or during the Basic Lease Term, at any time during which Lessee or any Affiliate thereof owns any interest in or otherwise occupies or possesses the Leased Property or any portion thereof, or during any period after and during the continuance of any Lease Event of Default; provided, however, the neither Lessee nor Guarantor shall not be required to indemnify any Indemnitee under this Section 26.3 7.2 for (1) any Claim to the extent resulting that such Claim results from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Basic Lease Term or and the return or remarketing of the Leased Property so long as to Lessor pursuant to the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsBasic Lease. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any other remedy under this Agreement, the Lease or any other Operative Document.

Environmental Indemnity. Without limitation (a) Each of the other provisions of this Article XXVIObligors shall indemnify and hold the Lender and its directors, the Lessee hereby agrees to indemnifyofficers, hold employees, shareholders, Affiliates and agents harmless against and defend each Indemnitee from and against any and all claims claims, liabilities, suits, actions, debts, damages, costs, losses, obligations, judgments, charges, and expenses, of any nature whatsoever suffered or incurred by any such party whether upon realization of any security for the Credit Facilities, or as a lender to the Borrower, or as successor to or assignee of any right or interest of any Obligor, or as mortgagee in possession, or as successor-in-interest to any Obligor by foreclosure deed or deed in lieu of foreclosure, in each case, as a result of any order, investigation or action by any Governmental Body relating to any Obligor or any Obligor Subsidiary or their respective business or assets, or as a consequence of any requirements of Environmental and Safety Law, including the assertion of any Lien thereunder, with respect to: (i) any Environmental Activity, the threat of any Environmental Activity or the presence or Discharge of any Hazardous Substance, (ii) any costs of removal or remedial action incurred by any Governmental Body or any costs incurred by any other Person or damages from injury to, destruction of, or loss of natural resources, including without limitation third party claims reasonable costs of assessing such injury, destruction or loss incurred pursuant to any Environmental and Safety Law, (iii) liability for personal injury or real property damage arising under any statutory or personal property damage)common law tort theory, losses including damages assessed for the maintenance of a public or private nuisance or for the carrying on of a dangerous activity, or (iv) the breach or non-compliance with any Environmental and Safety Laws, including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions assertion of any kindLien thereunder, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out ofor (av) the presence on any other environmental or under the Property of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law,safety matter. (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors Each of the Lessee or any predecessor Obligors acknowledges that the Lender agreed to make the Credit Facilities available in title, or any other Persons (including such Indemnitee), reliance upon each Obligor's indemnity in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document8.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 13, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, which such Indemnitee becomes subject to because of its involvement with the Property, the transactions contemplated by the Operative Documents or any other matter referred to in paragraphs (a) through (i) of Section 13.1 arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawSubstances, or any releases Releases or discharges of any Hazardous Substance Substances on, under, from or onto the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee Lessee, the Lessor, the Ground Lessor or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Lessee, the Lessor, the Ground Lessor or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-upcleanup, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,; (c) loss of or damage to any property or the environment (including, without limitation, clean-up cleanup costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or; (e) any residual contamination on or under the LandProperty, or affecting any natural resources, and to or 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesEnvironmental Laws; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for or (1f) any Claim to the extent resulting material inaccuracies, misrepresentations, misstatements, and omissions and any conflicting information contained in or omitted from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.Environmental Audit;

Environmental Indemnity. Without limitation of on any other provision hereof or in the other provisions of this Article XXVIBond Documents, the Lessee City, to the extent permitted by law, hereby agrees to indemnify, indemnify and hold the Trustee and the Bank harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage)losses, losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)liabilities, damages, injuries, costs, expenses and claims of any kind whatsoever (including, without limitation, any losses, liabilities, finesdamages, penaltiesinjuries, chargescosts, administrative and judicial proceedings expenses or claims asserted or arising under any of the following (including informal proceedings) and orderscollectively, judgments“Environmental Laws”): the Comprehensive Environmental Response, remedial action, requirements, enforcement actions of any kindCompensation, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses)Liability Act, including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any other federal, state or local government agencystatute, arising law, ordinance, code, rule, regulation, order or decree, now or hereafter in force, regulating, relating to, or imposing liability or standards of conduct concerning any hazardous material) paid, incurred, suffered by or asserted against the Bank and/or the Trustee as a direct or indirect result of any of the following, regardless of whether or not caused by, or within the control of, the City: (a) the presence of any hazardous material on or under, or the escape, seepage, leakage, spillage, discharge, emission, discharging or release of any hazardous material at (1) the City Project, (2) any other real property in which the City holds any estate or interest whatsoever (including, without limitation, any property owned by a land trust the beneficial interest in which is owned, in whole or in part, out of by the City) or (a3) an off-site location if the presence on liability or under obligation relates to the Property prior generation or use of any Hazardous Substance in violation of Environmental Law, hazardous material at the City Project or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law, (b) any activity, including, without limitation, construction, carried on or undertaken on or off liens against the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in titleCity Project, or any other Persons (including such Indemnitee)part of either of them, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport permitted or disposal of imposed by any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act actual or omission causing an environmental condition that requires remediation asserted liability or would allow obligations of the City or under any Governmental Authority to record a Lien on the land recordsEnvironmental Laws, or or (ec) any residual contamination on actual or asserted liability or obligations of the Bank under any Environmental Law relating to the LandCity Project or the City's, 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, and irrespective of whether any of such the predecessors' possession, use or activities were at or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, howeverrelating to the City Project. Notwithstanding any other provision of this Loan Agreement, the Lessee shall not be required to indemnify any Indemnitee under covenants, indemnities and obligations provided for in this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee paragraph shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood continuing and agreed that the indemnity provided for herein shall survive the expiration or payment, performance, satisfaction, discharge, cancellation, termination and release of and shall be separate and independent from any remedy the other obligations of the City under this Lease or Loan Agreement. Without limitation on any other Operative Documentprovision hereof, the City shall use and maintain the City Project or cause the City Project to be used and maintained in accordance and compliance with all applicable Environmental Laws.

Environmental Indemnity. Without limitation of the other ----------------------- provisions of this Article XXVISection 13, the Lessee hereby agrees to indemnify, hold ---------- harmless and defend each Indemnitee Indemnitee, on an After Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any foreign, federal, state or local government agency, which such Indemnitee becomes subject to because of its involvement with the Property, the transactions contemplated by the Operative Documents or any other matter referred to in paragraphs (a) through (i) of Section 13.1 arising in whole or in -------------- --- ------------ part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawSubstances, or any releases Releases or discharges of any Hazardous Substance Substances on, under, from or onto the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or Lessee, the Lessor, the Existing Owner, any predecessor in title or any sublessee or any employees, agents, contractors or subcontractors of the Lessee Lessee, the Lessor, the Existing Owner or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-upcleanup, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,; (c) loss of or damage to any property or the environment (including, without limitation, clean-up cleanup costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or; (e) any residual contamination on or under the LandProperty, or affecting any natural resources, and to or 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesEnvironmental Laws; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for or (1f) any Claim to the extent resulting material inaccuracies, misrepresentations, misstatements, and omissions and any conflicting information contained in or omitted from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.Environmental Audit;

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIIn addition to, and not in derogation of, the Lessee indemnities contained in Section 14.1 and 14.4 the Guarantor and the Lessee, jointly and severally, hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses)Claims, including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by or at the direction of any federalGovernmental Authority, state related to the Properties or local government agencythe Lessee's use of the Properties, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the any Property of any Hazardous Substance in violation of Environmental LawSubstances, or any releases or discharges of any Hazardous Substance Substances on, under, from or onto the any Property in violation of Environmental Lawor any other Hazardous Condition with respect to any Property, (bii) any activityHazardous Activity, including, without limitation, construction, carried on or undertaken on or off the any Property, and whether by the Lessee Lessee, or any predecessor in title or any employees, agentsAgent Bank, contractors or subcontractors of the Lessee Lessee, or any predecessor in title, or any other Persons (including such Indemnitee)Persons, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under any Property or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the any Property, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (div) any claim Claim concerning lack of compliance with Environmental LawsLaws with respect to the Properties, or any act or omission causing an environmental condition with respect to the Properties that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, orrecords with respect to the Properties, (ev) any residual contamination on or under the Landany Property, or including any such contamination affecting any natural resources, and to any such contamination of any property or natural resources arising in connection with the generation, use, handling, storage, transport or disposal of any Hazardous Substances associated with such Hazardous SubstancesProperty and related to the residual contamination, and the obligation existing, irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify , (vi) in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII, the Lessee hereby agrees (at all times, including without limitation, whether or not the Basic Lease Term shall have commenced) to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including including, but not limited to, to the extent the Lease Balance Property Cost has not been fully paid, any loss of value of the PropertyProperty related thereto), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, in any way relating to or arising in whole or in part, out of (or alleged to in any way relate to or arise in whole or in part out of): (a) the presence on or under any of the Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto any of the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off any of the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under any of the Property,; (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,Laws arising from the Property or related thereto; (d) any claim Claim concerning lack of compliance with Environmental LawsLaws at the Property, or any act or omission causing an environmental condition Environmental Violation that requires remediation or would allow any Governmental Authority to record a Lien on the land records, records of the Property; or (e) any residual contamination on or under any of the Land, 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 SubstancesMaterials on or relating to the Land, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; , provided, however, that the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1i) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, that the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2ii) any Claim to the extent attributable solely to acts acts, circumstances or events occurring after (1) the expiration of the Basic Lease Term or and (2) the return or remarketing of the Property so long as in full compliance with the Lessor is not exercising remedies against the Lessee in respect provisions of the Operative Documents, so long as no CAA Default, CAA Event of Default, Unwind Event, Acceleration Event, Lease Default or Lease Event of Default has occurred. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without To the fullest extent permitted by Applicable Law, and without limitation of the other provisions of this Article XXVIXIII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial actionactions, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all expenses and costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work with respect to the Property undertaken or required by any federal, state or local government agencyGovernmental Authority), arising or asserted under any Environmental Laws, and arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges Releases of any Hazardous Substance Materials on, under, from or onto at the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee (or any predecessor in title title) or any employees, agents, contractors or subcontractors of the Lessee (or any predecessor in title), or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under off the Property,; (c) with respect to any Hazardous Materials at the Property, loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, ; or (e) any residual contamination on or under the Land, 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without ----------------------- limitation of Section 7.1 or Section 3.3 of the other provisions of this Article XXVIConstruction Agency ----------- ----------- Agreement, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee on an After-Tax Basis from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-clean- up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental LawLand, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyLand, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to the Leased Property, (div) any claim concerning the Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to the Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the Land, or affecting any natural resourcesresources on the Land, 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, and Materials on or from the Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.;

Environmental Indemnity. (a) Without limitation of the other provisions of this Article XXVIXXIV, the ------------ Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the any Property of any Hazardous Substance in violation of Environmental LawSubstance, or any releases or discharges of any Hazardous Substance on, under, from or onto any Property that was not disclosed in the Property environmental audits identified in violation of Environmental LawSchedule IX to the Purchase and Sale Agreement, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether any Property by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the any Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental LawsLaws as a result of any Environmental Violation on a Property that was not disclosed in the environmental audits identified in Schedule IX to the Purchase and Sale Agreement, (d) any claim first arising after the Commencement Date concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative DocumentLease.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIARTICLE XXVII, the Lessee hereby agrees to indemnify, protect, defend, save and hold harmless and defend each Indemnitee Indemnitee, on an After Tax Basis, from and against any and all claims (Claims, including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, that may be imposed on, incurred by or asserted against such Indemnitee (whether because of action or omission by such Indemnitee or otherwise), whether or not such Indemnitee shall also be indemnified as to any such Claim by any other Person and whether or not such Claim arises or accrues prior to the Closing Date or after the Expiration Date, in any way relating to or arising in whole or in part, out of: (a) the presence on or under the any Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the any Property in violation of Environmental Lawfor which any Indemnitee or Lessee may be legally liable, (b) any activity, including, without limitation, constructionactivity for which any Indemnitee or Lessee may be legally liable, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the any Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated -39- with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental LawsLaws for which any Indemnitee or Lessee may be legally liable, (d) any claim concerning any Indemnitee's or Lessee's lack of compliance with Environmental Laws, or any act or omission by any Indemnitee, the Lessee or any of their agents, employees or contractors causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesordinances for which any Indemnitee or Lessee may be legally liable; providedPROVIDED, howeverHOWEVER, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 SECTION 27.2; for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, that the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Lease Term or and the return or remarketing of the Property Properties so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII, the Lessee and Guarantor hereby agrees agree to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial actionactions, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all expenses and costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work with respect to the Property undertaken or required by any federal, state or local government agencyGovernmental Authority), arising or asserted under any Environmental Laws, and arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges Releases of any Hazardous Substance Materials on, under, from or onto at the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee (or any predecessor in title title) or any employees, agents, contractors or subcontractors of the Lessee (or any predecessor in title), or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under off the Property,; (c) with respect to any Hazardous Materials at the Property, loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; or (d) any claim concerning lack of compliance noncompliance with Environmental Laws, or any act or omission causing an environmental condition at the Property that requires remediation or would allow causing any Governmental Authority to record a Lien pursuant to Environmental Laws on the land records, record of the Property; or (e) any residual contamination on or under the LandProperty, or including any contamination 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 SubstancesMaterial associated with the Property, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, that the Lessee Lessees and Guarantor shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was arising in possession of respect to the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring in the period after the expiration of the Term or the return or remarketing of Lessee ceases to lease the Property so long as from the Lessor is not exercising remedies against Trust under the Lessee in respect of related Lease Supplement, provided that the Operative Documentsfacts supporting such Claim occur after such period. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of the Lease Term with respect to any Claim based on facts or circumstances arising prior to or during the Lease Term, and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees ----------------------- ----------- Lessees jointly and severally agree to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the Lessee any Lessee, or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee any Lessee, or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (div) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) ----------- through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur ---

Environmental Indemnity. Without limitation of Notwithstanding the other provisions of this Article XXVIXIII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage)Claims, losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions the condition of the Assets or any portion thereof, including each Site and Equipment Site, or any clean-up, remedial, removal or restoration work required or conducted by any federalGovernmental Authority or required by Environmental Laws (collectively, state or local government agency"Environmental Claims"), arising in whole or in part, out of: (a) the presence on on, under or under around the Property Assets or any portion thereof, including any Site or Equipment Site, of any Hazardous Substance in violation of Environmental LawSubstance, or any releases or discharges of any Hazardous Substance on, under, from from, onto or onto around the Property in violation of Environmental Law,Assets, or any portion thereof or such Sites or Equipment Sites. (b) any activity, including, without limitation, constructionconstruction (including construction of the Site Improvements), carried on or undertaken on or off the PropertyAssets or any portion thereof, including any Site or Equipment Site, and whether by the Lessee or any of its Affiliates or any predecessor in title or any employees, agents, sublessees, contractors or subcontractors of the Lessee Lessee, any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Substance that at any time are located or present on on, under or under around, or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,Assets or any portion thereof, including any Site or Equipment Site, or any activity that aggravates or exacerbates existing environmental conditions or results in a violation of existing deed restrictions. (c) loss of or damage to any property or the environment arising from, or in any way related to, the Assets or any portion thereof, including any Site or Equipment Site, or Lessee or any of its Affiliates (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,, in each case arising from, or in any way related to, the Assets or any portion thereof, including any Site or Equipment Site, Lessee, any of its Affiliates or the Overall Transaction or any portion thereof. (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on against the land records, orAssets or any portion thereof. (e) any residual contamination on or under any of the LandAssets or any portion thereof, including any Site or Equipment Site, 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 SubstancesSubstance, in each case arising from, or in any way related to, the Assets or any portion thereof, including any Site or Equipment Site, Lessee, any of its Affiliates, or the Overall Transaction or any portion thereof, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable lawsApplicable Laws. Notwithstanding the foregoing provisions of this Section 13.6, regulations, codes and ordinances; provided, however, the Lessee shall not be required obligated to indemnify any an Indemnitee under this Section 26.3 13.6 for (1) any Claim to the extent resulting from that such Claim is attributable to (i) the gross negligence or willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative DocumentIndemnitee.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 13, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, which such Indemnitee becomes subject to because of its involvement with the Property, the transactions contemplated by the Operative Documents or any other matter referred to in paragraphs (a) through (i) of Section 13.1 arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawSubstances, or any releases Releases or discharges of any Hazardous Substance Substances on, under, from or onto the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by Lessee, Lessor, the Lessee Existing Owner or any predecessor in title or any employees, agents, contractors or subcontractors of Lessee, Lessor (if such activity was undertaken with the Lessee consent or at the direction of Lessee), the Existing Owner or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-upcleanup, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,; (c) loss of or damage to any property or the environment (including, without limitation, clean-up cleanup costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or; (e) any residual contamination on or under the LandProperty, or affecting any natural resources, and to or 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable lawsEnvironmental Laws; or (f) any material inaccuracies, regulationsmisrepresentations, codes misstatements, and ordinancesomissions and any conflicting information contained in or omitted from the Environmental Audit; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee or its agents, employees and contractors (other than Lessee and its agents, employees and contractors) (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the that Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or ), (2) subject to the provisions Section 15.2 of the Lease, any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return termination of Lessee's right to possess and control the Property (but not any claim to the extent attributable to acts or remarketing events occurring prior to or during the Term or occurring at any time that Lessee is in actual possession or control of the Property), (3) any Imposition or other claims for Taxes of the type(s) described in Section 13.5 or (4) any Claims of the type(s) described in Sections 13.2 (only with respect to claims in respect of a decline in the Fair Market Sales Value of the Property so long as the Lessor is not exercising remedies against the Lessee in respect and Lessee's exercise of the Operative Documents. It is expressly understood Remarketing Option), 13.6, 13.7, 13.8 and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document13.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIX, the Lessee Seller hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agencyGovernmental Authority, arising in whole out of any acts or in partomissions (whether by Guarantor, out ofSeller or any other Person) occurring on or before the Closing Date caused by: (a) the presence Contamination on or under the Property resulting in an Environmental Condition, or any Release of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance Material on, under, from or onto the Property in violation of Environmental LawProperty, (b) any Environmental Claim or any activity, including, without limitation, including construction, that was carried on or undertaken on or off the Property, and whether by the Lessee Guarantor, the Seller or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Guarantor, the Seller or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the use, handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Material that at any time are is or has been located or present on or under or that at any time migratemigrates, flowflows, percolatepercolates, diffuse diffuses or in any way move moves from, onto or under the Property, (c) loss of or damage Hazardous Material released from the Property to any property or the environment or Environmental Conditions on the Property (including, without limitation, including clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or causing death or injury to any Person, and all expenses associated with the protection of or to wildlife, aquatic species, vegetation, flora and fauna, and any resulting mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission on the Property causing an environmental condition Environmental Condition that requires remediation remediation, investigation, corrective action, clean-up obligation or would allow other response or causes any Governmental Authority to record a Lien on the land records, or (e) any residual contamination Contamination requiring remediation, investigation, corrective action, clean-up obligation or other response under any Environmental Law on or under the Land, 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 SubstancesMaterials on the Property, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesApplicable Laws; provided, however, that the Lessee Seller shall not be required to indemnify any Indemnitee under this Section 26.3 10.2 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsIndemnitee. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without ----------------------- limitation of Section 7.1 or Section 3.3 of the other provisions of this Article XXVIConstruction Agency Agreement, the Lessee hereby ----------- each Obligor, jointly and severally, agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out ofout (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the a Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) ----------- through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur ---

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII, the Lessee hereby agrees (at all times, including without limitation, whether or not the Lease Term shall have commenced) to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including including, but not limited to, to the extent the Lease Balance Property Cost has not been fully paid, any loss of value of the PropertyProperty related thereto), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, in any way relating to or arising in whole or in part, out of (or alleged to in any way relate to or arise in whole or in part out of): (a) the presence on or under any of the Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto any of the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off any of the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under any of the Property,; (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,Laws arising from the Property or related thereto; (d) any claim Claim concerning lack of compliance with Environmental LawsLaws at the Property, or any act or omission causing an environmental condition Environmental Violation that requires remediation or would allow any Governmental Authority to record a Lien on the land records, records of the Property; or (e) any residual contamination on or under any of the Land, 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 SubstancesMaterials on or relating to the Land, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; , provided, however, that the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1i) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, that the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2ii) any Claim to the extent attributable solely to acts acts, circumstances or events occurring after (1) the expiration of the Lease Term or and (2) the return or remarketing of the Property so long as in full compliance with the Lessor is not exercising remedies against the Lessee in respect provisions of the Operative Documents, so long as no Lease Default or Lease Event of Default has occurred. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 13, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-–up, remedial, removal or restoration work by any foreign, federal, state or local government agency, which such Indemnitee becomes subject to because of its involvement with the Property, the transactions contemplated by the Operative Documents or any other matter referred to in paragraphs (a) through (i) of Section 13.1 arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawSubstances, or any releases Releases or discharges of any Hazardous Substance Substances on, under, from or onto the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or Lessee, the Lessor, the Existing Owner, any predecessor in title or any sublessee or any employees, agents, contractors or subcontractors of the Lessee Lessee, the Lessor, the Existing Owner or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-upcleanup, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,; (c) loss of or damage to any property or the environment (including, without limitation, clean-up cleanup costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or; (e) any residual contamination on or under the LandProperty, or affecting any natural resources, and to or 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable lawsEnvironmental Laws; or (f) any material inaccuracies, regulationsmisrepresentations, codes misstatements, and ordinancesomissions and any conflicting information contained in or omitted from the Environmental Audit; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, that the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or ), (2) any Claim to the extent attributable to acts Imposition or events occurring after the expiration other claims for Taxes of the Term or the return or remarketing type(s) described in Section 13.5, (3) any Claims of the Property so long as the Lessor is not exercising remedies against the Lessee type(s) described in Sections 13.2, 13.6, 13.7, 13.8 and 13.10 or (4) any Claim in respect of the Operative DocumentsPre-Existing Environmental Conditions, provided that clause (4) shall not be deemed or construed so as to limit Lessor's rights and remedies under the Lockheed Indemnification Agreements. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIVII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation third party claims for personal injury or real or personal property damagedamage and any Claim for which Certificate Trustee has liability pursuant to Article VII of the Loan Agreement), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site Premises conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on on, under or under around the Property Premises or any portion thereof of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from from, onto or onto around the Property in violation of Environmental LawPremises or any portion thereof, (b) any activity, including, without limitation, constructionconstruction (including construction of the Financed Improvements), carried on or undertaken on or off the PropertyPremises or any portion thereof, and whether by the Lessee or any of its Affiliates or any predecessor in title or any employees, agents, sublessees, contractors or subcontractors of the Lessee Lessee, any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on on, under or under around or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyPremises or any portion thereof, (c) loss of or damage to any property or the environment arising from or in any way related to the Premises or Lessee or any of its Affiliates (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case arising from or in any way related to the Premises, Lessee, any of its Affiliates or the Overall Transaction or any portion thereof, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on against the land recordsPremises or any portion thereof, or (e) any residual contamination on or under any of the LandPremises, 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 SubstancesMaterials, in each case arising from or in any way related to the Premises, Lessee, any of its Affiliates, or the Overall Transaction or any portion thereof, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable lawsApplicable Laws and Regulations. Notwithstanding the foregoing provisions of this Section 7.8, regulations, codes and ordinances; provided, however, the (x) Lessee shall not be required obligated to indemnify any an Indemnitee under this Section 26.3 7.8 for (1) any Claim to the extent that it is attributable to any of the following: (i) Taxes assessed against or loss of tax benefits and the cost and expense of tax controversies incurred by such Indemnitee (whether or not indemnified by Lessee under Section 7.2, other than a payment necessary to make payments under this Section 7.8 on an after-tax basis; (ii) the gross negligence or willful misconduct of such Indemnitee; (iii) the breach by such Indemnitee of its representations and warranties in Section 4.2, 4.3, or 4.4, as the case may be or the breach by an Indemnitee of its covenant in Section 6.2(a) hereof; and (iv) any Claim resulting from the willful misconduct or gross negligence imposition of any Certificate Trustee Lien for which such Indemnitee is responsible for the discharge thereof; and (it being understood that, unless y) during the applicable Indemnitee was in possession of the Property and caused the Claim, the Construction Period Lessee shall not be required obligated to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused a Lender or contributed to such Claim) or (2) Certificate Purchaser under this Section 7.8 for any Claim to the extent that it is attributable to acts acts, events or circumstances occurring during, and not attributable to or constituting acts, events or circumstances occurring after prior to, the expiration Construction Period, provided that this clause (y)shall not limit the obligations of Lessee to indemnify Certificate Trustee for any such Claim for which Certificate Trustee has liability pursuant to Article VII of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative DocumentLoan Agreement.

Environmental Indemnity. Without limitation of limiting the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees agrees, to indemnify, hold harmless and defend each Indemnitee on an After-Tax Basis from and against any and all claims Claims (including without limitation third party claims Claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilitiesliabilities (including liabilities arising under a theory of strict liability), fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented all attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, and including all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federalGovernmental Authority (except, state in each of the foregoing cases, for any portion of an indemnifiable claim directly attributable to the gross negligence or local government agencywillful misconduct of any Indemnitee), arising directly or indirectly, in whole or in part, out of: (a) the presence in, on or under the Leased Property or any part thereof of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Leased Property in violation of Environmental Law,or any part thereof; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLeased Property or any part thereof, and whether by the Lessee or by any of its Affiliates, or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or by any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,Leased Property or any part thereof; (c) loss of or damage to any property or the environment (including, without limitation, including clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien or encumbrance on the land records, ; or (e) any residual contamination on or under the LandLeased Property or any part thereof, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, in any case arising or occurring (y) prior to or during the Lease Term or (z) at any time during which the Lessee shall not be required to indemnify or any Indemnitee under this Section 26.3 for (1) of its Affiliates owns any Claim to interest in, including a leasehold interest, or otherwise occupies or possesses the extent resulting from the willful misconduct Leased Property or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documentsportion thereof. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document. The Lessee, for itself and its Affiliates and its and their successors and assigns, hereby releases and waives any future claims against the Lessor for indemnity or contribution in the event the Lessee becomes liable for cleanup or other costs related to the Leased Property, including under any applicable laws, rules, regulations or court orders. The Lessee or any of its Affiliates acknowledges and agrees that Lessor shall in no respect be considered to be a receiver of the Leased Property.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII but subject to the provisions of the Construction Agency Agreement during the Interim Lease Period for any Uncompleted Property, the Lessee and the Guarantor hereby agrees agree to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial actionactions, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all expenses and costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work with respect to the Property undertaken or required by any federal, state or local government agencyGovernmental Authority), arising or asserted under any Environmental Laws, and arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges Releases of any Hazardous Substance Materials on, under, from or onto at the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee (or any predecessor in title title) or any employees, agents, contractors or subcontractors of the Lessee (or any predecessor in title), or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under off the Property,; (c) with respect to any Hazardous Materials at the Property, loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; or (d) any claim concerning lack of compliance noncompliance with Environmental Laws, or any act or omission causing an environmental condition at the Property that requires remediation or would allow causing any Governmental Authority to record a Lien pursuant to Environmental Laws on the land records, record of the Property; or (e) any residual contamination on or under the LandProperty, or including any contamination 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 SubstancesMaterial associated with the Property, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, that the Lessee and the Guarantor shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was or arising in possession of respect to the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring in the period after the expiration of the Term or the return or remarketing of Lessee ceases to lease the Property so long as from the Lessor is not exercising remedies against Trust under the Lessee in respect of related Lease Supplement, provided that the Operative Documentsfacts supporting such Claim occur after such period. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of the Lease Term with respect to any Claim based on facts or circumstances arising prior to or during the Lease Term, and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 13, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, which such Indemnitee becomes subject to because of its involvement with the Property, the transactions contemplated by the Operative Documents or any other matter referred to in paragraphs (a) through (i) of Section 13.1 arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawSubstances, or any releases Releases or discharges of any Hazardous Substance Substances on, under, from or onto the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee Lessee, the Lessor, the Existing Owner or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Lessee, the Lessor (if such activity was undertaken with the consent or at the direction of the Lessee), the Existing Owner or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-upcleanup, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,; (c) loss of or damage to any property or the environment (including, without limitation, clean-up cleanup costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or; (e) any residual contamination on or under the LandProperty, or affecting any natural resources, and to or 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesEnvironmental Laws; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for or (1f) any Claim to the extent resulting material inaccuracies, misrepresentations, misstatements, and omissions and any conflicting information contained in or omitted from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.Environmental Audit;

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 12, the Lessee Borrower hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage)claims, losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' ', expert consultants', expert witnesses', and/or paralegals' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions the condition of the Site or any clean-up, remedial, removal or restoration work by any federalGovernmental Authority (collectively, state or local government agency"Environmental Claims"), arising in whole or in part, out of: (a) the presence on on, under or under around the Property Collateral or any portion thereof of any Hazardous Substance in violation of Environmental LawSubstances, or any releases or discharges of any Hazardous Substance Substances on, under, from from, onto or onto around the Property in violation of Environmental Law,Collateral or any portion thereof; (b) any activity, including, without limitation, construction, construction carried on or undertaken on or off the PropertyCollateral or any portion thereof, and whether by the Lessee Borrower or any of its Affiliates or any predecessor in title or any employees, agents, sublessees, contractors or subcontractors of the Lessee Borrower, any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on on, under or under around, or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,Collateral or any portion thereof; (c) loss of or damage to any property or the environment arising from, or in any way related to, the Collateral or the Borrower or any of its Affiliates (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,, in each case arising from, or in any way related to, the Collateral, the Borrower or the transactions contemplated by the Operative Documents or any portion thereof; (d) any claim concerning lack of compliance with Environmental LawsLaws in connection with the Collateral (including, without limitation, any claim arising from the failure or alleged failure to obtain or comply with any permit required by any Environmental Laws for the construction or operation of the Collateral), or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on against the land records, Collateral or any portion thereof; or (e) any residual contamination on or under any of the LandCollateral, or adversely 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, in each case arising from, or in any way related to, the Collateral, the Borrower or the transactions contemplated by the Operative Documents or any portion thereof, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence all Requirements of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative DocumentLaw.

Environmental Indemnity. Without In addition to and without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence in, on or under the Leased Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials in, on, under, from or onto the Property in violation of Environmental LawLeased Property, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Leased Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Persons, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Leased Property, (ciii) to the extent related in any way to the Leased Property, loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (div) to the extent related in any way to the Leased Property any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination in, on or under the LandLeased 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, and Materials; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; in any case with respect to the matters described in the foregoing clauses (i) through (v) that arise or occur prior to or during the Basic Lease Term, at any time during which Lessee or any Affiliate thereof owns any interest in or otherwise occupies or possesses the Leased Property or any portion thereof, or during any period after and during the continuance of any Lease Event of Default; provided, however, the Lessee shall be not be required to indemnify any Indemnitee under this Section 26.3 7.2 for (1) any Claim to the extent resulting that such Claim results from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Basic Lease Term or and the return or remarketing of the Leased Property so long as to Lessor pursuant to the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsBasic Lease. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any other remedy under this Agreement, the Lease or any other Operative Document.

Environmental Indemnity. Without To the fullest extent permitted by Applicable Law, and without limitation of the other provisions of this Article XXVIXIII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial actionactions, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all expenses and costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work with respect to any Property undertaken or required by any federal, state or local government agencyGovernmental Authority), arising or asserted under any Environmental Laws, and arising in whole or in part, out of: (a) the presence on or under the such Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges Releases of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Law,at such Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the such Property, and whether by the Lessee (or any predecessor in title title) or any employees, agents, contractors or subcontractors of the Lessee (or any predecessor in title), or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the off such Property,; (c) with respect to any Hazardous Materials at such Property, loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; or (d) any claim concerning lack of compliance noncompliance with Environmental Laws, or any act or omission causing an environmental condition at such Property that requires remediation or would allow causing any Governmental Authority to record a Lien pursuant to Environmental Laws on the land records, record of such Property; or (e) any residual contamination on or under the Landsuch Property, or including any contamination 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 Hazardous Material associated with such Hazardous SubstancesProperty, and Xxx Research Corporation Participation Agreement irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, that the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1) any Claim claim to the extent resulting from the willful misconduct or such Indemnitee's gross negligence of such Indemnitee (it being understood thator willful misconduct, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim claim arising in respect to such Property to the extent attributable to acts or events occurring in the period after the expiration of the Term or the return or remarketing of Lessee ceases to lease the Property so long as from the Lessor is not exercising remedies against Lessor; provided that the Lessee in respect of the Operative Documentsfacts supporting such claim occur after such period. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of the Lease Term with respect to any claim based on facts or circumstances arising prior to or during the Lease Term, and shall be separate and independent from any remedy under this the Lease or any other Operative Document. Without limiting the generality of the foregoing, the Lessee waives all rights and defenses that the Lessee may have because the Lessee's obligations are secured by real property. This means, among other things: (1) The Indemnitees may collect from the Lessee without first foreclosing on any real or, if applicable, personal property collateral pledged by Lessee; (2) If the Indemnitees foreclose on any real property collateral pledged by the Lessee: (A) the amount of the Lessee's obligations may be reduced only by the price for which that collateral is sold at the foreclosure sale (even if the collateral is worth more than the sale price thereof); (B) the Indemnitees may collect from Lessee even if the Indemnitees, by foreclosing on the real property collateral, have destroyed any right Lessee may have to collect from third parties. This is an unconditional and irrevocable waiver of any rights and defenses Lessee may have because Lessee's obligations are secured by real property.

Environmental Indemnity. Without In addition to and without limitation of SECTION 7.1 or Section 3.3 of the other provisions Construction Agency Agreement, each of this Article XXVIADESA and each Lessee, the Lessee hereby jointly and severally, agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After-Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of: (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the a Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing CLAUSES (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation third party claims Claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agencyGovernmental Authority, arising directly or indirectly, in whole or in part, out of: (ai) the presence on or under the Property Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Law,Land; (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the Lessee Lessee, or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Lessee, or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,Land; (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (div) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien lien or encumbrance on the land records, ; or (ev) any residual contamination on or under the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; in any case arising or occurring (y) prior to or during the Lease Term or (z) at any time during which the Lessee or any Affiliate thereof owns any interest in or otherwise occupies or possesses the Leased Property or any portion thereof; provided, however, that the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting that such Claim results from the willful misconduct or gross negligence of such Indemnitee (it being understood thatexcept that the exception set forth in the immediately preceding proviso shall not apply to Lessor Indemnitees, unless which the applicable Indemnitee was Lessee shall, in possession any event, be obligated to indemnify, except as provided in Section 18.12 of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsLease). It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISECTION 7.1, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation third party claims Claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agencyGovernmental Authority, arising directly or indirectly, in whole or in part, out of: (ai) the presence on or under the Property Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Law,Land; (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the Lessee Lessee, or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Lessee, or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,Land; (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (div) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien lien or encumbrance on the land records, ; or (ev) any residual contamination on or under the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; providedin any case arising or occurring (y) prior to or during the Lease Term or (z) at any time during which the Lessee or any Affiliate thereof owns any interest in or otherwise occupies or possesses the Leased Property or any portion thereof; PROVIDED, howeverHOWEVER, that the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting that such Claim results from (i) the willful misconduct of such Indemnitee, or (ii) the gross negligence of any such Indemnitee (it being understood that, unless except the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsLessor. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document. Notwithstanding any provision hereof to the contrary, the indemnity provided for in this SECTION 7.2 shall not apply to any new Hazardous Materials first stored, generated or placed on the Property after the Lessee is removed from possession of the Leased Property and the Lender takes possession and control of the Leased Property through appointment of a receiver or the acquisition of title to the Leased Property by the Lender through foreclosure or deed in lieu of foreclosure or purchase from a third party after the Loans have been paid in full (collectively, "Excluded Matters"). Except for the Excluded Matters, the Lessee hereby releases and waives any future claims against the Lender for indemnity or contribution in the event the Lessee becomes liable for cleanup or other costs related to the Leased Property, including without limitation under any applicable laws, rules, regulations or court orders. The Lessee acknowledges and agrees that Lessor shall in no respect be considered to be a receiver of the Leased Property.

Environmental Indemnity. Without limitation of the The Loan Parties (other provisions of this Article XXVIthan TWCC), the Lessee hereby agrees to jointly and severally, will indemnify, protect, hold harmless and defend each Indemnitee Bank and the Collateral Agent and their respective officers, directors, trustees, employees and agents (collectively, “Indemnitees”), from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costsreasonable fees and disbursements of attorneys, response costsconsultants and experts, remediation and removal costs, cost of corrective action, costs of financial assuranceinvestigation, fines clean up, response, removal, remediation, containment, restoration, treatment and penalties and natural resource damagesdisposal), or death or injury to claims, damages, demands, litigation, suits, proceedings, actions, losses, obligations, penalties, fines, judgments, sums paid in settlement of any Personof the above, and all expenses associated with the protection of wildlifereasonable disbursements actually incurred by any Indemnitee arising from or out of, aquatic speciesor in any way connected with, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (di) any claim concerning lack failure of compliance any representation or warranty set forth in Section 6.1.26 [Environmental Matters] to be true and correct when made or any failure by the Loan Parties (or any of them) to comply with any of the covenants, agreements, terms and conditions set forth in Section 8.1.10 [Compliance with Laws] or to comply with any Environmental LawsLaw, (ii) the manufacture, generation, refining, processing, distribution, use, sale, treatment, receipt, storage, disposal, transport, arranging for transport or handling, or the emission, discharge, release or threatened release into the environment, of any Regulated Substance at any time on, in, under or above the Property or any part thereof, (iii) the presence or suspected presence of any Regulated Substances manufactured, generated, refined, processed, distributed, sold, treated, received, stored, disposed of, transported, arranged to be transported or handled by the Loan Parties (or any of them) or any of their respective Subsidiaries, or (iv) the migration, leaking, leaching, flowing, emitting or other movement of any Regulated Substance from the Property, or any act location containing Regulated Substances manufactured, generated, refined, processed, distributed, sold, treated, received, stored, disposed of, transported, arranged to be transported or omission causing an environmental condition that requires remediation handled by the Loan Parties (or would allow any Governmental Authority to record a Lien on the land records, or (eof them) or any residual contamination on or under the Land, or affecting any natural resources, and of their respective Subsidiaries 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesother property; provided, however, that any obligation of any of the Lessee shall not be required to indemnify any Indemnitee Loan Parties under this Section 26.3 for 11.19 to any Indemnitee shall not apply to and no obligation shall exist with respect to, any of the forgoing which arises: (1x) from and after the exercise by any Claim of the Indemnitees (or any of their agents) of any foreclosure right or control with respect to the Collateral, but only to the extent resulting of obligations arising from the activities of the successor or its agent or (y) from the gross negligence or willful misconduct of any of the Indemnitees (or gross negligence any of their agents). If at any time a responsible officer of any Indemnitee shall have actual knowledge of an asserted liability for which such Indemnitee would be entitled to indemnification hereunder, such Indemnitee shall give written notice thereof to the Loan Parties ; provided, however, that no failure to give any such notice shall relieve the Loan Parties (or any of them) of the obligation to provide indemnification hereunder to such Indemnitee except to the extent that the Loan Parties shall have been prevented as a consequence from assuming responsibility for the defense against or settlement of such liability as hereinafter required. Upon receipt of such notice, the Loan Parties shall assume full responsibility for the defense against or settlement of any such liability, and shall consult with such Indemnitee and advise such Indemnitee of significant developments in connection therewith; provided, however, that (A) such Indemnitee shall be consulted as to the legal counsel and other consultants to be employed in respect thereof and may in its reasonable judgment veto the employment of any legal counsel or consultant not reasonably acceptable to it and (B) if such Indemnitee shall give to the Loan Parties notice that in its good faith judgment an important general interest of such Indemnitee (it being understood thatis involved in any such liability or potential liability, unless such Indemnitee shall have the applicable Indemnitee was right to control, in possession consultation with the Loan Parties, the defense against such liability. The obligations of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein Loan Parties under this Section shall survive the expiration or termination payment of any Notes and transfer of any Notes and shall be separate enforceable by each Indemnitee hereunder separately or together, without necessity of accelerating the maturity of any Notes; and independent from any remedy under this Lease such Indemnitee seeking to enforce the indemnification provided for hereunder may initially proceed directly against the Loan Parties (or any of them) without first resorting to any other Operative Documentrights of indemnification or otherwise that it may have.

Environmental Indemnity. Without In addition to and without limitation ----------------------- of the other provisions of this Article XXVI, Section 7.1 the Lessee hereby agrees to indemnify, hold harmless and defend each ----------- Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-upcleanup, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental LawLand, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyLand, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to the Leased Property, (div) any claim concerning the Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to the Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the Land, or affecting any natural resourcesresources on the Land, 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, and Materials on or from the Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) ----------- through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur ---

Environmental Indemnity. Without In addition to and without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIARTICLE VII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site Leased Property conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on on, under or under around the Leased Property or any portion thereof of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from from, onto or onto around the Leased Property in violation of Environmental Lawor any portion thereof, (b) any activity, including, without limitation, including construction, carried on or undertaken on or off the PropertyLeased Property or any portion thereof, and whether by the Lessee or any of its Affiliates or any predecessor in title or any employees, agents, sublessees, contractors or subcontractors of the Lessee Lessee, any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on on, under or under around or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyLeased Property or any portion thereof, (c) loss of or damage to any property or the environment arising from or in any way related to the Leased Property or Lessee or any of its Affiliates (including, without limitation, including clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case arising from or in any way related to the Leased Property, Lessee, any of its Affiliates or the Overall Transaction or any portion thereof, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on against the land recordsLeased Property or any portion thereof, or (e) any residual contamination on or under any of the LandLeased 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 SubstancesMaterials, in each case arising from or in any way related to the Leased Property, Lessee, any of its Affiliates, or the Overall Transaction or any portion thereof, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; providedPROVIDED, howeverHOWEVER, the that Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 SECTION 7.9 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative DocumentIndemnitee.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII, the Lessee and the Guarantor hereby agrees agree to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial actionactions, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, all expenses and costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work with respect to any Property undertaken or required by any federal, state or local government agencyGovernmental Authority), arising or asserted under any Environmental Laws, and arising in whole or in part, out of: (a) the presence on or under the any Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges Releases of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Law,at any Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the any Property, and whether by the Lessee (or any predecessor in title title) or any employees, agents, contractors or subcontractors of the Lessee (or any predecessor in title), or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the off any Property,; (c) with respect to any Hazardous Materials at any Property, loss of or damage to any property or the environment (including, without limitation, clean-up costs, Tandem Health Care of Ohio, Inc. Participation Agreement response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; or (d) any claim concerning lack of compliance noncompliance with Environmental Laws, or any act or omission causing an environmental condition at any Property that requires remediation or would allow causing any Governmental Authority to record a Lien pursuant to Environmental Laws on the land records, record of such Property; or (e) any residual contamination on or under the Landany Property, or including any contamination 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 Hazardous Material associated with such Hazardous SubstancesProperty, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, that the Lessee and the Guarantor shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was or arising in possession of the respect to any Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring in the period after the expiration of the Term or the return or remarketing of the Lessee ceases to lease such Property so long as from the Lessor is not exercising remedies against under the Lessee in respect of related Lease Supplement, provided that the Operative Documentsfacts supporting such Claim occur after such period. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of the Lease Term with respect to any Claim based on facts or circumstances arising prior to or during the Lease Term, and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without limitation of Section 7.1 or Section 3.3 of the other provisions of this Article XXVIConstruction Agency Agreement (but subject to the proviso set forth below), the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After-Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property’s lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; in any case with respect to the matters described in the foregoing clauses (i) through (v) that arise or occur (a) prior to or during the Lease Term, (b) at any time during which the Lessee or any Affiliate thereof owns any interest in or otherwise occupies or possesses any Leased Property or any portion thereof, (c) during any period after and during the continuance of any Event of Default; or (d) during any period of up to three years following the date an Indemnitee takes possession of any Leased Property and during which such Indemnitee retains such possession; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 7.2 for (1) any Claim to the extent resulting that such Claim results from the willful misconduct or gross negligence of such Indemnitee (it being understood thatother than gross negligence or willful misconduct imputed to such Indemnitee solely by reason of its interest in any Leased Property; and provided, unless further, with respect to matters arising or occurring within the applicable Indemnitee was period described in possession of the Property and caused the Claimsubparagraph (d) above, that the Lessee also shall not be required to indemnify an any Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) under this Section 7.2 for any Claim to the extent attributable to acts that such Claim results from any act or events omission occurring after the expiration of the Term or the return or remarketing of the Property date on which Indemnitee so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documentstook possession). It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of of, and shall be separate and independent from any other remedy under this Master Agreement, the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 12, the Lessee Borrower hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage)claims, losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' ', expert consultants', expert witnesses', and/or paralegals' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions the condition of the Collateral and/or Site or any clean-up, remedial, removal or restoration work by any federalGovernmental Authority (collectively, state or local government agency"Environmental Claims"), arising in whole or in part, out of: (a) the presence on on, under or under around the Property Collateral and/or Site or any portion thereof of any Hazardous Substance in violation of Environmental LawSubstances, or any releases or discharges of any Hazardous Substance Substances on, under, from from, onto or onto around the Property in violation of Environmental Law,Collateral and/or Site or any portion thereof; (b) any activity, including, without limitation, construction, construction carried on or undertaken on or off the PropertyCollateral and/or Site or any portion thereof, and whether by the Lessee Borrower or any of its Affiliates or any predecessor in title or any employees, agents, sublessees, contractors or subcontractors of the Lessee Borrower, any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on on, under or under around, or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,Collateral and/or Site or any portion thereof; (c) loss of or damage to any property or the environment arising from, or in any way related to, the Collateral and/or Site or the Borrower or any of its Affiliates (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,, in each case arising from, or in any way related to, the Collateral and/or Site, the Borrower or the transactions contemplated by the Operative Documents or any portion thereof; (d) any claim concerning lack of compliance with Environmental LawsLaws in connection with the Collateral and/or Site (including, without limitation, any claim arising from the failure or alleged failure to obtain or comply with any permit required by any Environmental Laws for the construction or operation of the Collateral and/or Site), or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on against the land records, Collateral and/or Site or any portion thereof; or (e) any residual contamination on or under any of the LandCollateral and/or Site, or adversely 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, in each case arising from, or in any way related to, the Collateral and/or Site, the Borrower or the transactions contemplated by the Operative Documents or any portion thereof, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence all Requirements of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative DocumentLaw.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIARTICLE XI, the Lessee Company hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the PropertyProperties related thereto), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under any of the Property Properties of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto any of the Property in violation of Environmental LawProperties, (b) any activity, including, without limitation, construction, carried on or undertaken on or off any of the PropertyProperties, and whether by the Lessee Lessees or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Lessees or any predecessor in title, or any other Persons (including except for such Indemnitee, unless such Indemnitee has removed Lessee from the Property or otherwise taken possession of the Property), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under any of the PropertyProperties, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under any of the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; providedPROVIDED, howeverHOWEVER, the Lessee Company shall not be required to indemnify any Indemnitee under this Section 26.3 SECTION 11.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) with respect to any Property, any Claim to the extent attributable to acts or events occurring after the expiration earlier of the Term or date on which the return or remarketing applicable Lessee pays all amounts owed with respect to the purchase of the Property so long as the Lessor is not exercising remedies against the Lessee or relinquishes possession of such Property in respect of the Operative Documentsaccordance with applicable return conditions. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Master Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII or the Environmental Indemnity Agreement, the Lessee and the Guarantor hereby agrees agree, jointly and severally, to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damagedamage or diminution of value), losses (including but not limited toincluding, to the extent the Outstanding Lease Balance has and all other Obligations have not been fully paid, any loss of value of the Propertyany Property related thereto), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including any informal proceedings) and all orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees, experts' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agencyRemedial Action, arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawSubstances, or any releases Releases or threat of Release or discharges of any Hazardous Substance Substances on, under, from or onto the Property in violation of Environmental Law,Property; (b) any Hazardous Activity or activity, including, without limitation, including construction, carried on or undertaken on or off at the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are Released on, at, from or under or are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (includingincluding Remediation Costs, without limitationinvestigation costs, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damagesdamages and diminution of value), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,, in each case arising from activities on or conditions with respect to the Property; (d) any Governmental Claim, Adverse Environmental Condition or any other claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority or Person to record a Lien on the land records, in each case arising from activities on or conditions with respect to the Property; or (e) any residual contamination on or under the LandProperty, 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, Substances from the Property; and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, neither the Lessee nor the Guarantor shall not be required to indemnify any Indemnitee under this Section 26.3 13.2 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, that the Lessee and the Guarantor shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent solely attributable to acts or events attributable to such Indemnitee first occurring after the expiration return of the Term or the return or remarketing all of the Property on the Financing Termination Date or the Maturity Date (as applicable) so long as the Lessor is not exercising remedies against the Lessee in respect no Default or Event of Default shall have occurred and be continuing as of the Operative Documentsdate of such return, the Financing Termination Date or the Maturity Date (as applicable). It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of of, and shall be separate and independent from from, any remedy under this the Master Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIIX, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation claims for natural resources damages and third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented third party costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys', paralegals', experts' and/or paralegals' consultant's fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, or judicial proceeding, arising in whole or in part, out of: (a) the presence on or under the Property Facility of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges, or threatened releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation Facility, whether from historic or future threatened releases of Environmental LawHazardous Materials, (b) any activity, including, without limitation, including construction, carried on or undertaken on or off the PropertyFacility, and whether by the Lessee Lessee, the Construction Agent or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Lessee, the Construction Agent or any predecessor in title, or any other Persons Person (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyFacility, (c) loss of or damage to any property or the environment (including, without limitation, including clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case arising from or in any way related to the Facility, the Equipment, the Lessee or the Overall Transaction, (d) any claim concerning lack of compliance of the Facility with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the LandFacility, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesApplicable Laws; provided, however, the Lessee and Construction Agent shall not be required to indemnify any Indemnitee under this Section 26.3 9.5 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of an Indemnitee, or any Affiliate of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, that the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee Indemnitee, or any Affiliate of such Indemnitee, caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring which occur after the expiration of the Lease Term or earlier termination of the Lease and the return or remarketing of the Property Facility by the Lessee in accordance with the terms thereof (except (A) to the extent fairly attributable to acts, events, liabilities or damages occurring or accruing prior thereto; (B) Claims arising following the termination or expiration of the Lease Term so long as the Lessor is not exercising any Agent or any Participant continues to exercise remedies against the Lessee in respect of the Operative DocumentsDocuments and (C) Claims arising after the expiration of the Lease Term so long as the Lessor is remarketing the Facility (or any interest therein) in accordance with Section 7.1 of the Lease). It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of of, and shall be separate and independent from any remedy under this under, the Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any 49 Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of The Company and the other provisions of this Article XXVIGuarantors, the Lessee hereby agrees to jointly and severally, will indemnify, protect, hold harmless and defend each Indemnitee Purchaser and each holder from time to time of any Note, and their respective officers, directors, trustees, employees and agents (collectively, “Indemnitees”), from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costsreasonable fees and disbursements of attorneys, response costsconsultants and experts, remediation and removal costs, cost of corrective action, costs of financial assuranceinvestigation, fines clean up, response, removal, remediation, containment, restoration, treatment and penalties and natural resource damagesdisposal), or death or injury to claims, damages, demands, litigation, suits, proceedings, actions, losses, obligations, penalties, fines, judgments, sums paid in settlement of any Personof the above, and all expenses associated with the protection of wildlifereasonable disbursements (collectively, aquatic species“Indemnified Claims”) actually incurred by any Indemnitee arising from or out of, vegetationor in any way connected with, flora and fauna, and any mitigative action required by or under Environmental Laws, (di) any claim concerning lack failure of compliance with Environmental Laws, any representation or warranty set forth in Section 5.25 to be true and correct when made or any act failure by the Company and the Guarantors to comply with any of the covenants, agreements, terms and conditions set forth in Section 9.1(i) or omission causing an environmental condition that requires remediation or would allow to comply with any Governmental Authority to record a Lien on Environmental Law, (ii) the land recordsmanufacture, or (e) any residual contamination on or under the Landgeneration, or affecting any natural resourcesrefining, and to any contamination of any property or natural resources arising in connection with the generationprocessing, distribution, use, handlingsale, treatment, receipt, storage, disposal, transport, arranging for transport or disposal handling, or the emission, discharge, release or threatened release into the environment, of any such Hazardous SubstancesRegulated Substance at any time on, and irrespective in, under or above the Property or any part thereof, (iii) the presence or suspected presence of whether any Regulated Substances manufactured, generated, refined, processed, distributed, sold, treated, received, stored, disposed of, transported, arranged to be transported or handled by the Obligors (or any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claimthem) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.their respective Subsidiaries, or

Environmental Indemnity. Without In addition to and without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental LawLand, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyLand, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under applicable Environmental Laws, in each case to the extent related to the Leased Property, (div) any claim concerning the Leased Property's lack of compliance with applicable Environmental Laws, or any act or omission causing an environmental condition on or with respect to the Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the Land, or affecting any natural resourcesresources on the Land, 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, and Materials on or from the Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without In addition to and without limitation of SECTION 7.1 or Section 3.3 of the other provisions Construction Agency Agreement, each of this Article XXVIthe Company and each Lessee, the Lessee hereby jointly and severally, agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' attorneys and/or paralegals' paralegals fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the a Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Propertys lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing CLAUSES (I) through (V) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation limiting the generality of the other provisions of this Article XXVIsubsection 16(a), the Lessee hereby agrees to indemnify, Borrowers and each other Loan Party shall at all times indemnify and hold harmless and defend each Indemnitee the Indemnified Parties from and against any and all claims liabilities and costs suffered or incurred by such Indemnified Parties including, without limitation, any and all orders, directions, suits, actions, proceedings, claims, settlements, damages, losses, liabilities, costs and expenses (including including, without limitation third party claims for personal injury or real or personal property damagelimitation, reasonable legal fees and disbursements on a solicitor-client basis, litigation costs and any costs of settlement), losses with respect to: (i) any actual or threatened Release of Hazardous Materials or the presence of any Hazardous Materials affecting any of the properties of the Borrowers or any other Loan Party, whether or not the same originates or emanates from any such properties or any contiguous property, including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions any such properties as a result of any kindof the foregoing; (ii) any costs of remedial, and all reasonable and documented preventative or similar action which may be imposed by any Governmental Authority on the Borrowers or any other Loan Party, including without limitation, any prosecution initiated or threatened with respect to non-compliance with Environmental Laws, (iii) any costs and expenses of remedial, preventative or similar action incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited by any Governmental Authority or any costs incurred by any other person or damages from injury to, all destruction of, or loss of natural resources, including costs of assessing such injury, destruction or loss incurred in connection with pursuant to any investigation Environmental Laws; (iv) liability for personal injury or monitoring property damage arising under any statutory, common law, tort, breach of site conditions statutory duty, riparian rights, strict liability or any clean-up, remedial, removal other doctrine or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law, (b) any activitytheory, including, without limitation, constructiondamages assessed for the maintenance of a public or private nuisance, carried trespass or for the carrying on an abnormally dangerous activity at or undertaken on or off the Property, and whether by the Lessee or near any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, properties of the Borrowers or any other Persons Loan Party; (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (dv) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, or liabilities and costs 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration properties of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease Borrowers or any other Operative DocumentLoan Party within the jurisdiction of any Governmental Authority; and/or (vi) any other environmental liabilities and costs (collectively, the “Environmental Losses”); provided that, the Borrowers and the Loan Parties shall have no indemnification obligations hereunder with respect to any Environmental Losses arising as a result of the gross negligence or wilful misconduct of any Indemnified Party.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation third party claims Claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of: (ai) the presence on or under the Property Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Law,Land; (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the Lessee Lessee, or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Lessee, or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,Land; (ciii) loss of or damage to any property or the environment (including, without limitation, clean-clean- up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (div) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, ; or (ev) any residual contamination on or under the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; providedin any case arising or occurring (y) prior to or during the Lease Term or (z) at any time during which the Lessee or any Affiliate thereof owns any interest in or otherwise occupies or possesses the Leased Property or any portion thereof; PROVIDED, howeverHOWEVER, that the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting that such Claim results from the willful misconduct or gross negligence of such Indemnitee (it being understood thatexcept that the exception set forth in the immediately preceding PROVISO shall not apply to Lessor Indemnitees, unless which the applicable Indemnitee was Lessee shall, in possession any event, be obligated to indemnify, except as provided in Section 18.12 of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsLease). It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without limitation of Section 7.1 or Section 3.3 of the other provisions of this Article XXVIConstruction Agency Agreement, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After-Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII but subject to the provisions of the Construction Agency Agreement during the Interim Lease Period for any Uncompleted Property, the Lessee and each Guarantor hereby agrees agree to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial actionactions, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all expenses and costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work with respect to the Property undertaken or required by any federal, state or local government agencyGovernmental Authority), arising or asserted under any Environmental Laws, and arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges Releases of any Hazardous Substance Materials on, under, from or onto at the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee (or any predecessor in title title) or any employees, agents, contractors or subcontractors of the Lessee (or any predecessor in title), or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under off the Property,; (c) with respect to any Hazardous Materials at the Property, loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; or (d) any claim concerning lack of compliance noncompliance with Environmental Laws, or any act or omission causing an environmental condition at the Property that requires remediation or would allow causing any Governmental Authority to record a Lien pursuant to Environmental Laws on the land records, record of the Property; or (e) any residual contamination on or under the LandProperty, or including any contamination 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 SubstancesMaterial associated with the Property, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, that the Lessee and the Guarantors shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was arising in possession of respect to the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring in the period after the expiration of the Term or the return or remarketing of Lessee ceases to lease the Property so long as from the Lessor is not exercising remedies against Trust under the Lessee in respect of related Lease Supplement, provided that the Operative Documentsfacts supporting such Claim occur after such period. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of the Lease Term with respect to any Claim based on facts or circumstances arising prior to or during the Lease Term, and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII or the Environmental Indemnity Agreement, the Lessee and the Guarantor hereby agrees agree, jointly and severally, to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damagedamage or diminution of value), losses (including but not limited toincluding, to the extent the Outstanding Lease Balance has and all other Obligations have not been fully paid, any loss of value of the Propertyany Property related thereto), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including any informal proceedings) and all orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees, experts' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agencyRemedial Action, arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawSubstances, or any releases Releases or threat of Release or discharges of any Hazardous Substance Substances on, under, from or onto the Property in violation of Environmental Law,Property; (b) any Hazardous Activity or activity, including, without limitation, including construction, carried on or undertaken on or off at the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are Released on, at, from or under or are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (includingincluding Remediation Costs, without limitationinvestigation costs, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damagesdamages and diminution of value), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,, in each case arising from activities on or conditions with respect to the Property; (d) any Governmental Claim, Adverse Environmental Condition or any other claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority or Person to record a Lien on the land records, in each case arising from activities on or conditions with respect to the Property; or (e) any residual contamination on or under the LandProperty, 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, Substances from the Property; and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, neither the Lessee nor the Guarantor shall not be required to indemnify any Indemnitee under this Section 26.3 13.2 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, that the Lessee and the Guarantor shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent solely attributable to acts or events attributable to such Indemnitee first occurring after the expiration return of the Term or the return or remarketing all of the Property on the Lease Termination Date so long as the Lessor is not exercising remedies against the Lessee in respect no Lease Default or Lease Event of Default shall have occurred and be continuing as of the Operative Documentsdate of such return or the Lease Termination Date. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of of, and shall be separate and independent from from, any remedy under this the Master Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental LawLand, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee a Lessee, or any predecessor in title, or any other Persons (including such Indemnitee)Persons, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyLand, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (div) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (ev) any residual contamination on or under the Land, or affecting any natural resources, and to or 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, and Materials; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesEnvironmental Laws; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, in each case, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage)Claims, losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions the condition of the Leased Property or any clean-up, remedial, removal or restoration work required or conducted by any federalGovernmental Authority or required by Environmental Laws (collectively, state or local government agency“Environmental Claims”), arising in whole or in part, out of: (a) the presence on on, under or under around the Leased Property or any portion thereof of any Hazardous Substance in violation of Environmental LawSubstance, or any releases or discharges Release of any Hazardous Substance on, under, from from, onto or onto around the Leased Property in violation of Environmental Lawor any portion thereof, (b) any activity, including, without limitation, construction, carried on or undertaken on the Leased Property or any portion thereof or off the Leased Property, and whether by the Lessee or any of its Affiliates or any predecessor in title or any employees, agents, sublessees, contractors or subcontractors of the Lessee Lessee, any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the investigation, handling, treatment, remediation, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Substance that at any time are has been or is Released, located or present on on, under or under around, or that at any time has or may migrate, flow, percolate, diffuse or in any way move onto or under the PropertyLeased Property or any portion thereof, or any activity that aggravates, contributes to or exacerbates existing environmental conditions or results in a violation of existing deed restrictions, (c) loss of or damage to any property or the environment arising from, or in any way related to, the Leased Property or Lessee or any of its Affiliates (including, without limitation, investigation costs, clean-up costs, response costs, remediation remediation, restoration and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative mitigating action required by or under Environmental Laws, in each case arising from, or in any way related to, the Leased Property, Lessee, any of its Affiliates or the Overall Transaction or any portion thereof, (d) any claim concerning lack of compliance with Environmental LawsLaws in connection with the Leased Property, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on against the land recordsLeased Property or any portion thereof, or (e) any residual contamination on or under any of the LandLeased 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 SubstancesSubstance, in each case arising from, or in any way related to, the Leased Property, Lessee, any of its Affiliates, or the Overall Transaction or any portion thereof, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable lawsApplicable Laws. Notwithstanding the foregoing provisions of this Section 13.7, regulations, codes and ordinances; provided, however, the Lessee shall not be required obligated to indemnify any an Indemnitee under this Section 26.3 13.7 for (1) any Claim (i) to the extent resulting from that such Claim is attributable to the gross negligence or willful misconduct or gross negligence of such Indemnitee Indemnitee, (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not grossii) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts occurring after any sale or events taking possession pursuant to Section 16.2 of the Lease or (iii) to the extent attributable to acts occurring after the expiration or earlier termination of the Term Term, but, in the case of this clause (iii), only to the extent not attributable to, arising from, or relating to, the return or remarketing of Lessor’s ownership interests in the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsLeased Property. It is expressly understood and agreed that the indemnity indemnities provided for herein shall in this Section 13.7 shall, except as otherwise provided herein, (i) survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative DocumentDocument and (ii) continue to benefit a Participant that has been replaced pursuant to Section 14.9 hereof.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISection 14, and notwithstanding the fact that Lessee does not maintain environmental insurance on the Property, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federalGovernmental Authority, state or local government agency, arising in whole or in part, out ofcaused by: (a) the presence Contamination on or under the Property resulting in an Environmental Condition, or any Release of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance Material on, under, from or onto the Property in violation of Environmental LawProperty, (b) any Environmental Claim or any activity, including, without limitation, including construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Material that at any time are is located or present on or under or that at any time migratemigrates, flowflows, percolatepercolates, diffuse diffuses or in any way move moves onto or under the Property, (c) loss of or damage Hazardous Material released from the Property to any property or the environment or Environmental Conditions on or emanating from the Property (including, without limitation, including clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, third party claims, fines and penalties and natural resource damages), or causing death or injury to any Person, and all expenses associated with the protection of or to property, wildlife, aquatic species, vegetation, flora and fauna, and any resulting mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission on the Property causing an environmental condition Environmental Condition that requires remediation or would allow causes any Governmental Authority to record a Lien on the land records, or (e) any residual contamination Contamination requiring investigation, remediation, corrective action or other response under any Environmental Law on or under the LandProperty, 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 SubstancesMaterials on the Property, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesApplicable Laws; provided, however, that the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for 14.2 for: (1i) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee Indemnitee, and (it being understood that, unless ii) any Claim relating to a Release first occurring after the applicable Indemnitee was termination of this Lease and while Lessor is in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsProperty. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other ----------------------- provisions of this Article XXVIXXII, the Lessee hereby agrees to indemnify, hold ------------ harmless and defend each Indemnitee from and against any and all claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases Releases or discharges of any Hazardous Substance Materials on, under, from or onto any of the Property in violation of Environmental LawProperty, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Hazardous Materials Laws, (d) any claim concerning lack of compliance with Environmental Hazardous Materials Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under any of the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, that the Lessee shall not be required to indemnify any -------- ------- Indemnitee under this Section 26.3 27.2 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative DocumentIndemnitee.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVI(a) The Borrowers shall at all times indemnity and hold Lender and its directors, the Lessee hereby agrees to indemnifyofficers, hold employees and agents harmless against and defend each Indemnitee from and against any and all claims claims, liabilities, suits, actions, debts, damages, costs, losses, obligations, judgments, charges, and expenses, of any nature whatsoever suffered or incurred by any such party (including any reasonable costs and expenses of defending or denying same) whether upon realization under the Security Documents, or as lender to the Borrowers, or as successor to or assignee of any right or interest of the Borrowers. or as a result of any order, investigation or action by any Governmental Authority relating to the Borrowers or their businesses or assets, or as mortgagee in possession, or as successor-in-interest to the Borrowers by foreclosure deed or deed in lieu of foreclosure, under or on account of any Environmental Law with respect to the Borrowers assets or businesses including, without limitation third party claims limitation, the assertion of any lien thereunder, with respect to: (i) the release, discharge or emission of a Contaminant on the Lands, the threat of the release, discharge or emission of any Contaminant on the Lands, or the presence of any Contaminant on the Lands; (ii) any costs of removal or remedial action on the Lands incurred by any Governmental Authority or any costs incurred by any other Person or damages from injury to, destruction of, or loss of natural resources with respect lo Contaminants on the Lands, including reasonable costs of assessing such injury, destruction or loss incurred pursuant to any Environmental Law with respect to Contaminants on the Lands; (iii) liability for personal injury or real property damage arising under any statutory or personal property damage), losses (including but not limited to, common law tort theory with respect to Contaminants on the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law, (b) any activityLands, including, without limitation, constructiondamages assessed for the maintenance of a public or private nuisance or for the carrying on of a dangerous activity; or (iv) any other environmental matter within the jurisdiction of any Governmental Authority with respect to Contaminants on the Lands. (b) The Borrowers acknowledge that Lxxxxx has agreed to make the Credit Facility available in reliance upon the Borrowers indemnity in this paragraph. For this reason, carried on or undertaken on or off it is the Propertyintention of the Borrowers, and whether by Lender that the Lessee or provisions of this paragraph shall supersede any predecessor in title or any employees, agents, contractors or subcontractors other provisions of the Lessee or any predecessor in title, this Credit Agreement or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or Document which might in any way move onto or limit the liability of the Borrowers and that the Borrowers shall be liable for any obligations arising under this paragraph even it the Property,amount of liability incurred exceeds the amount of the Credit Facility outstanding at any time, provided that the Borrowers and Lender may enter into a mutually accepted agreement to limit such liability. (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing This indemnity shall constitute an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be obligation separate and independent from the other obligations contained in this Credit Agreement, shall give rise to a separate and independent cause of action, and shall apply irrespective on any remedy under indulgence granted by Lxxxxx from time to time. A separate action or actions may be brought and prosecuted against the Borrowers in respect of this Lease indemnity, whether or not any action is brought against any other Operative Documentperson or whether or not any other person is joined in such action or actions.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISECTION 7.1, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental LawProperty, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the Lessee Lessee, or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Lessee, or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (e) any residual contamination on or under the LandProperty, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; providedin any case arising or occurring or resulting from events (f) prior to or during the Lease Term, howeveror (g) at any time during which the Lessee or any Affiliate owns, occupies or possesses the Property or any portion thereof, or (h) during any period after and during the continuance of any Event of Default; PROVIDED, HOWEVER, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 SECTION 7.2 for any of the following: (1i) any Claim to the extent resulting a court of competent jurisdiction shall have determined that such Claim results from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2ii) any Claim to the extent attributable to acts or events occurring a court of competent jurisdiction shall have determined that such Claim results from the negligence of any Indemnitee who, after an Event of Default shall have occurred, is operating the expiration of business conducted at the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsBuilding, . It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the The Loan Parties (other provisions of this Article XXVIthan TWCC), the Lessee hereby agrees to jointly and severally, will indemnify, protect, hold harmless and defend each Indemnitee Bank and the Collateral Agent and their respective officers, directors, trustees, employees and agents (collectively, "Indemnitees"), from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costsreasonable fees and disbursements of attorneys, response costsconsultants and experts, remediation and removal costs, cost of corrective action, costs of financial assuranceinvestigation, fines clean up, response, removal, remediation, containment, restoration, treatment and penalties and natural resource damagesdisposal), or death or injury to claims, damages, demands, litigation, suits, proceedings, actions, losses, obligations, penalties, fines, judgments, sums paid in settlement of any Personof the above, and all expenses associated with the protection of wildlifereasonable disbursements actually incurred by any Indemnitee arising from or out of, aquatic speciesor in any way connected with, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (di) any claim concerning lack failure of compliance any representation or warranty set forth in Section 6.1.26 [Environmental Matters] to be true and correct when made or any failure by the Loan Parties (or any of them) to comply with any of the covenants, agreements, terms and conditions set forth in Section 8.1.10 [Compliance with Laws] or to comply with any Environmental LawsLaw, (ii) the manufacture, generation, refining, processing, distribution, use, sale, treatment, receipt, storage, disposal, transport, arranging for transport or handling, or the emission, discharge, release or threatened release into the environment, of any Regulated Substance at any time on, in, under or above the Property or any part thereof, (iii) the presence or suspected presence of any Regulated Substances manufactured, generated, refined, processed, distributed, sold, treated, received, stored, disposed of, transported, arranged to be transported or handled by the Loan Parties (or any of them) or any of their respective Subsidiaries, or (iv) the migration, leaking, leaching, flowing, emitting or other movement of any Regulated Substance from the Property, or any act location containing Regulated Substances manufactured, generated, refined, processed, distributed, sold, treated, received, stored, disposed of, transported, arranged to be transported or omission causing an environmental condition that requires remediation handled by the Loan Parties (or would allow any Governmental Authority to record a Lien on the land records, or (eof them) or any residual contamination on or under the Land, or affecting any natural resources, and of their respective Subsidiaries 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesother property; provided, however, that any obligation of any of the Lessee shall not be required to indemnify any Indemnitee Loan Parties under this Section 26.3 for 11.13 to any Indemnitee shall not apply to and no obligation shall exist with respect to, any of the forgoing which arises: (1x) from and after the exercise by any Claim of the Indemnitees (or any of their agents) of any foreclosure right or control with respect to the Collateral, but only to the extent resulting of obligations arising from the activities of the successor or its agent or (y) from the gross negligence or willful misconduct of any of the Indemnitees (or gross negligence any of their agents). If at any time a responsible officer of any Indemnitee shall have actual knowledge of an asserted liability for which such Indemnitee would be entitled to indemnification hereunder, such Indemnitee shall give written notice thereof to the Loan Parties ; provided, however, that no failure to give any such notice shall relieve the Loan Parties (or any of them) of the obligation to provide indemnification hereunder to such Indemnitee except to the extent that the Loan Parties shall have been prevented as a consequence from assuming responsibility for the defense against or settlement of such liability as hereinafter required. Upon receipt of such notice, the Loan Parties shall assume full responsibility for the defense against or settlement of any such liability, and shall consult with such Indemnitee and advise such Indemnitee of significant developments in connection therewith; provided, however, that (A) such Indemnitee shall be consulted as to the legal counsel and other consultants to be employed in respect thereof and may in its reasonable judgment veto the employment of any legal counsel or consultant not reasonably acceptable to it and (B) if such Indemnitee shall give to the Loan Parties notice that in its good faith judgment an important general interest of such Indemnitee (it being understood thatis involved in any such liability or potential liability, unless such Indemnitee shall have the applicable Indemnitee was right to control, in possession consultation with the Loan Parties, the defense against such liability. The obligations of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein Loan Parties under this Section shall survive the expiration or termination payment of any Notes and transfer of any Notes and shall be separate enforceable by each Indemnitee hereunder separately or together, without necessity of accelerating the maturity of any Notes; and independent from any remedy under this Lease such Indemnitee seeking to enforce the indemnification provided for hereunder may initially proceed directly against the Loan Parties (or any of them) without first resorting to any other Operative Documentrights of indemnification or otherwise that it may have.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVI, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the any Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the any Property in violation of Environmental Lawfor which any Indemnitee or Lessee may be legally liable, (b) any activityactivity for which any Indemnitee or Lessee may be legally liable, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the any Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental LawsLaws for which any Indemnitee or Lessee may be legally liable, (d) any claim concerning any Indemnitee's or Lessee's lack of compliance with Environmental Laws, or any act or omission by any Indemnitee, the Lessee or any of their agents, employees or contractors causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesordinances for which any Indemnitee or Lessee may be legally liable; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 26.2 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, that the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Base Term or the return or remarketing of the Property Properties so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without limitation of Section 7.1 or Section 3.4 of the other provisions of this Article XXVIConstruction Agency Agreement, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) ----------- through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur ---

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the PropertyProperty related thereto), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under any of the Property Properties of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto any of the Property in violation of Environmental LawProperties, (b) any activity, including, without limitation, construction, carried on or undertaken on or off any of the PropertyProperties, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under any of the PropertyProperties, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Hazardous Materials Laws, (d) any claim concerning lack of compliance with Environmental Hazardous Materials Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under any of the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 13.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the any such Property so long as the Lessor is and the Lenders are not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVISECTION 13, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any foreign, federal, state or local government agency, which such Indemnitee becomes subject to because of its involvement with the Property, the transactions contemplated by the Operative Documents or any other matter referred to in PARAGRAPHS (a) through (i) of SECTION 13.1 arising in whole or in part, out of: (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawSubstances, or any releases Releases or discharges of any Hazardous Substance Substances on, under, from or onto the Property in violation of Environmental Law,Property; (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or Lessee, the Lessor, the Existing Owner, any predecessor in title or any sublessee or any employees, agents, contractors or subcontractors of the Lessee Lessee, the Lessor, the Existing Owner or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-upcleanup, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,; (c) loss of or damage to any property or the environment (including, without limitation, clean-up cleanup costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,; (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or; (e) any residual contamination on or under the LandProperty, or affecting any natural resources, and to or 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable lawsEnvironmental Laws; or (f) any material inaccuracies, regulationsmisrepresentations, codes misstatements, and ordinancesomissions and any conflicting information contained in or omitted from the Environmental Audit; providedPROVIDED, howeverHOWEVER, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 SECTION 13.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, IT BEING UNDERSTOOD that the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.Indemnitee

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXII, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage)Claims, losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions the condition of the Premises or any clean-up, remedial, removal or restoration work by any federal, state or local government agencyGovernmental Authority (all of the foregoing being referred to in this Section 12.2 as "Liabilities"), arising in whole or in part, out of: (a) the presence on on, under or under around the Property Premises or any portion thereof of any Hazardous Substance in violation of Environmental LawSubstance, or any releases or discharges of any Hazardous Substance on, under, from from, onto or onto around the Property in violation of Environmental LawPremises or any portion thereof, (b) any activity, including, without limitation, constructionconstruction (including construction of the Financed Improvements), carried on or undertaken on or off the PropertyPremises or any portion thereof, and whether by the Lessee or any of its Affiliates or any predecessor in title or any employees, agents, sublessees, contractors or subcontractors of the Lessee Lessee, any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Substance that at any time are is located or present on on, under or under around, or that at any time migratemigrates, flowflows, percolatepercolates, diffuse diffuses or in any way move moves onto or under the PropertyPremises or any portion thereof, (c) loss of or damage to any property or the environment arising from, or in any way related to, the Premises or Lessee or any of its Affiliates (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case arising from, or in any way related to, the Premises, Lessee, any of its Affiliates or the Overall Transaction or any portion thereof, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on against the land recordsPremises or any portion thereof, or (e) any residual contamination on or under any part of the LandPremises, 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 SubstancesSubstance, in each case arising from, or in any way related to, the Premises, Lessee, any of its Affiliates, or the Overall Transaction or any portion thereof, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable lawsApplicable Laws. Notwithstanding anything in this Participation Agreement to the contrary, regulationsLessee shall not be liable and shall not be obligated to indemnify any Indemnitee against Liabilities arising out of: (i) Environmental Violations on the Premises after title and exclusive possession of the Premises shall have been conveyed to Agent Lessor to the extent arising solely from Hazardous Substances placed on the Premises after the transfer of such title and exclusive possession to Agent Lessor; and or (ii) the willful misconduct by an Indemnitee, codes its officers, directors, employees, agents, contractors or representatives. Promptly upon obtaining knowledge thereof, Indemnitees shall give written notice to Lessee of any claim against Indemnitees, which might give rise to a claim by Indemnitees against Lessee under the foregoing indemnity, stating the nature and ordinancesbasis of the claim, the amount thereof and reasonable best estimate of the amount of Lessee's liability to Indemnitees in connection therewith, provided there shall be no liability to any Indemnitee and no diminution in the obligations of Lessee for failure to give such notice. If any action shall be brought against Indemnitees, Lessee shall be entitled to participate therein, and to assume the defense thereof at the expense of Lessee with counsel reasonably satisfactory to Indemnitees and to settle and compromise any such claim or action with the consent of such Indemnitees in their sole discretion; provided, however, the Lessee shall not that Indemnitees may elect to be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of represented by separate counsel, at Lessee's expense, if such Indemnitee (it being understood that, unless the applicable Indemnitee was believes in possession good faith that a conflict of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Documentinterest may exist.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVI, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the any Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the any Property in violation of Environmental Lawfor which any Indemnitee or Lessee may be legally liable, (b) any activityactivity for which any Indemnitee or Lessee may be legally liable, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the any Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental LawsLaws for which any Indemnitee or Lessee may be legally liable, (d) any claim concerning any Indemnitee's or Lessee's lack of compliance with Environmental Laws, or any act or omission by any Indemnitee, the Lessee or any of their agents, employees or contractors causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesordinances for which any Indemnitee or Lessee may be legally liable; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 26.2 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, that the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Base Term or and the return or remarketing of the Property Properties so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without limitation of Section 7.1 or Section 3.3 of the other provisions Construction Agency Agreement, each of this Article XXVIDAP and each Lessee, the Lessee hereby jointly and severally, agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After- Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the a Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.any

Environmental Indemnity. Without In addition to and without limitation of Section 7.1 or Section 3.3 of the other provisions of this Article XXVIConstruction Agency Agreement, the Lessee hereby each Lessee, jointly and severally, agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After-Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (a) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the any Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (d) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien or encumbrance on the land records, or (e) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; in any case with respect to the matters described in the foregoing clauses (i) through (v) that arise or occur (w) prior to or during the Lease Term, (x) at any time during which any Lessee or any Affiliate thereof owns any interest in or otherwise occupies or possesses any Leased Property or any portion thereof, or (y) during any period after and during the continuance of any Event of Default; provided, however, the Lessee Lessees shall not be required to indemnify any Indemnitee under this Section 26.3 7.2 for (1) any Claim to the extent resulting that such Claim results from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsIndemnitee. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any other remedy under this Master Agreement, the Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without limitation of Section 7.1 or Section 3.3 of the other provisions of this Article XXVIConstruction Agency Agreement, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After-Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental LawLand, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyLand, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to the Leased Property, (div) any claim concerning the Leased Property’s lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to the Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the Land, or affecting any natural resourcesresources on the Land, 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, and Materials on or from the Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesApplicable Law; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of ----------------------- the other provisions of this Article XXVIXIII, the Lessee hereby agrees to ------------ indemnify, hold harmless and defend each Indemnitee from and against any and all claims (including including, without limitation limitation, third party claims for personal injury or real or personal property damage), losses (including including, but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental LawMaterials, or any releases Releases or discharges of any Hazardous Substance Materials on, under, from or onto any of the Property in violation of Environmental LawProperty, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Hazardous Materials Laws, (d) any claim concerning lack of compliance with Environmental Hazardous Materials Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under any of the Land, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, that the Lessee shall not be required to indemnify any -------- ------- Indemnitee under this Section 26.3 13.3 for (1) any Claim to the extent resulting from ------------ the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsIndemnitee. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIIX, the Lessee hereby agrees to indemnify, hold harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation claims for natural resources damages and third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented third party costs and expenses incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' ’, paralegals’, experts’ and/or paralegals' consultant’s fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, or judicial proceeding, arising in whole or in part, out of: (a) the presence on or under the Property Facility of any Hazardous Substance in violation of Environmental LawMaterials, or any releases Releases or discharges, or threatened Releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation Facility, whether from historic or future threatened releases of Environmental LawHazardous Materials, and whether or not caused by the Lessee or the Guarantor, (b) any activity, including, without limitation, including construction, carried on or undertaken on or off the PropertyFacility, and whether by the Lessee Lessee, the Guarantor or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee Lessee, the Guarantor or any predecessor in title, or any other Persons Person (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyFacility, (c) loss of or damage to any property or the environment (including, without limitation, including clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case arising from or in any way related to the Facility, the Lessee or the Overall Transaction, (d) any claim concerning lack of compliance of the Facility with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the LandFacility, 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 SubstancesMaterials, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinancesApplicable Laws; provided, however, the Lessee and Guarantor shall not be required to indemnify any Indemnitee under this Section 26.3 9.5 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee, or any Affiliate of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, that the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee Indemnitee, or any Affiliate of such Indemnitee, caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring which occur after the expiration of the Lease Term or earlier termination of the Lease and the return or remarketing of the Property Facility by the Lessee in accordance with the terms thereof (except (A) to the extent fairly attributable to acts, events, liabilities or damages occurring or accruing prior thereto; (B) Claims arising following the termination or expiration of the Lease Term so long as the Lessor is not exercising Administrative Agent or any Participant continues to exercise remedies against the Lessee in respect of the Operative DocumentsDocuments and (C) Claims arising after the expiration of the Lease Term so long as the Lessor is remarketing the Facility (or any interest therein) in accordance with Section 7.1 of the Lease). It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of of, and shall be separate and independent from any remedy under this under, the Lease or any other Operative Document.

Environmental Indemnity. Without In addition to and without ----------------------- limitation of the other provisions of this Article XXVI, Section 7.1 the Lessee hereby agrees to indemnify, hold harmless and ----------- defend each Indemnitee from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental LawLand, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the PropertyLand, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the PropertyLand, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under applicable Environmental Laws, in each case to the extent related to the Leased Property, (div) any claim concerning the Leased Property's lack of compliance with applicable Environmental Laws, or any act or omission causing an environmental condition on or with respect to the Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the Land, or affecting any natural resourcesresources on the Land, 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, and Materials on or from the Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) ----------- through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur ---

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIMortgagor covenants and agrees, the Lessee hereby agrees at Mortgagor's sole cost and expense, to indemnify, defend (at trial and appellate levels, and with attorneys, consultants and experts acceptable to Collateral Agent) and hold harmless and defend each Indemnitee harmless from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)liens, damages, losses, liabilities, finesobligations, settlement payments, penalties, chargesassessments, administrative and judicial proceedings (including informal proceedings) and orderscitations, directives, claims, litigation, demands, defenses, judgments, remedial actionsuits, requirementsproceedings, enforcement actions costs, disbursements or expenses of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation kind or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property or the environment nature whatsoever (including, without limitation, clean-up costsattorneys', response costsconsultants' and reasonable and documented experts' fees and disbursements incurred in investigating, remediation defending, settling or prosecuting any claim, litigation or proceeding) which may at any time be imposed upon, incurred by or asserted or awarded against such Indemnitee or the Property and removal costsarising directly or indirectly from or out of: (A) the Release of any Hazardous Materials on, cost in, under or affecting all or any portion of corrective actionthe Property or any surrounding areas, costs regardless of financial assurancewhether or not caused by or within the control of Mortgagor; (B) the violation of any Environmental Laws relating to or affecting the Property or the Mortgagor, fines and penalties and natural resource damages), whether or death not caused by or injury within the control of Mortgagor; (C) the failure of Mortgagor to any Person, and all expenses associated comply fully with the protection terms and conditions of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, this Paragraph 6; (dD) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or (e) any residual contamination on or under the Land, or affecting any natural resources, and to any contamination violation of any property or natural resources arising Environmental Laws in connection with other real property of Mortgagor which gives or may give rise to any rights whatsoever in any party with respect to the generation, use, handling, storage, transport or disposal Property by virtue of any such Environmental Laws; (E) the breach of any representation or warranty contained in this Paragraph 6; or (F) the enforcement of this Paragraph 6, including, without limitation (i) the costs of assessment, containment and/or removal of any and all Hazardous Substances, and irrespective of whether Materials from all or any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee under this Section 26.3 for (1) any Claim to the extent resulting from the willful misconduct or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession portion of the Property and caused or any surrounding areas, (ii) the Claimcosts of any actions taken in response to a Release or Threat of Release of any Hazardous Materials on, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused in, under or contributed to such Claim) affecting all or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing portion of the Property or any surrounding areas to prevent or minimize such Release or Threat of Release so long as that it does not migrate or otherwise cause or threaten danger to present or future public health, safety, welfare or the Lessor is not exercising remedies against environment, and (iii) costs incurred to comply with the Lessee Environmental Laws in respect connection with all or any portion of the Operative DocumentsProperty or any surrounding areas. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and Lender's rights under this Paragraph shall be separate and independent from any remedy in addition to all other rights of Lender under this Lease or Mortgage and the other Loan Documents and payments by Mortgagor under this paragraph shall not reduce Mortgagor's obligations and liabilities under any other Operative Documentof the Loan Documents.

Environmental Indemnity. Without In addition to and without limitation of the other provisions of this Article XXVISection 7.1, the Lessee hereby each Guarantor and each Lessee, jointly and severally, agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After-Tax Basis, from and against any and all claims Claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the a Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without In addition to and without limitation of Section 7.1 or Section 3.3 of the other provisions of this Article XXVIConstruction Agency Agreement, the Lessee hereby each Lessee, jointly and severally, agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, on an After-Tax Basis, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the any Leased Property), damages, liabilities, fines, penalties, charges, suits, settlements, demands, administrative and judicial proceedings (including informal proceedingsproceedings and investigations) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses actually incurred in connection therewith (including including, but not limited to to, reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising directly or indirectly, in whole or in part, out of (ai) the presence on or under the Property any Land of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto the Property in violation of Environmental Lawany Land, (bii) any activity, including, without limitation, construction, carried on or undertaken on or off the Propertyany Land, and whether by the a Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the a Lessee or any predecessor in title, or any other Persons (including such Indemnitee)Person, in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Materials that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Propertyany Land, (ciii) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws, in each case to the extent related to any Leased Property, (div) any claim concerning any Leased Property's lack of compliance with Environmental Laws, or any act or omission causing an environmental condition on or with respect to any Leased Property that requires remediation or would allow any Governmental Authority governmental agency to record a Lien lien or encumbrance on the land records, or (ev) any residual contamination on or under the any Land, or affecting any natural resourcesresources on any Land, 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, and Materials on or from any Leased Property; in each case irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify in any Indemnitee under this Section 26.3 for (1) any Claim case with respect to the extent resulting from matters described in the willful misconduct foregoing clauses (i) through (v) that arise or gross negligence of such Indemnitee (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.occur

Environmental Indemnity. Without limitation of the other provisions of this Article XXVIXIII, the Lessee Lxxxxx hereby agrees to indemnify, hold harmless and defend each Indemnitee Indemnitee, in each case, from and against any and all claims (including without limitation third party claims for personal injury or real or personal property damage)Claims, losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property)losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' ’ and/or paralegals' ’ fees and expenses), including, but not limited to, including all costs incurred in connection with any investigation or monitoring of site conditions the condition of the Leased Property or any clean-up, remedial, removal or restoration work required or conducted by any federalGovernmental Authority or required by Environmental Laws (collectively, state or local government agency“Environmental Claims”), arising in whole or in part, out of: (a) the presence on on, under or under around the Leased Property or any portion thereof of any Hazardous Substance in violation of Environmental LawSubstance, or any releases or discharges Release of any Hazardous Substance on, under, from from, onto or onto around the Leased Property in violation of Environmental Lawor any portion thereof, (b) any activity, including, without limitation, construction, carried on or undertaken on the Leased Property or any portion thereof or off the Leased Property, and whether by the Lessee or any of its Affiliates or any predecessor in title or any employees, agents, sublessees, contractors or subcontractors of the Lessee Lessee, any of its Affiliates or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the investigation, handling, treatment, remediation, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law Substance that at any time are has been or is Released, located or present on on, under or under around, or that at any time has or may migrate, flow, percolate, diffuse or in any way move onto or under the PropertyLeased Property or any portion thereof, or any activity that aggravates, contributes to or exacerbates existing environmental conditions or results in a violation of existing deed restrictions, (c) loss of or damage to any property or the environment arising from, or in any way related to, the Leased Property or Lessee or any of its Affiliates (including, without limitation, investigation costs, clean-up costs, response costs, remediation remediation, restoration and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative mitigating action required by or under Environmental Laws, in each case arising from, or in any way related to, the Leased Property, Lessee, any of its Affiliates or the Overall Transaction or any portion thereof, (d) any claim concerning lack of compliance with Environmental LawsLaws in connection with the Leased Property, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on against the land recordsLeased Property or any portion thereof, or (e) any residual contamination on or under any of the LandLeased 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 SubstancesSubstance, in each case arising from, or in any way related to, the Leased Property, Lessee, any of its Affiliates, or the Overall Transaction or any portion thereof, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable lawsApplicable Laws. Notwithstanding the foregoing provisions of this Section 13.7, regulations, codes and ordinances; provided, however, the Lessee shall not be required obligated to indemnify any an Indemnitee under this Section 26.3 13.7 for (1) any Claim (i) to the extent resulting from that such Claim is attributable to the gross negligence or willful misconduct or gross negligence of such Indemnitee Indemnitee, (it being understood that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not grossii) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts occurring after any sale or events taking possession pursuant to Section 16.2 of the Lease or (iii) to the extent attributable to acts occurring after the expiration or earlier termination of the Term Term, but, in the case of this clause (iii), only to the extent not attributable to, arising from, or relating to, the return or remarketing of Lessor’s ownership interests in the Property so long as the Lessor is not exercising remedies against the Lessee in respect of the Operative DocumentsLeased Property. It is expressly understood and agreed that the indemnity indemnities provided for herein shall in this Section 13.7 shall, except as otherwise provided herein, (i) survive the expiration or termination of and shall be separate and independent from any remedy under this the Lease or any other Operative DocumentDocument and (ii) continue to benefit a Participant that has been replaced pursuant to Section 14.9 hereof.

Environmental Indemnity. Without limitation of the other ----------------------- provisions of this Article XXVIXII, the Lessee hereby agrees to indemnify, hold ----------- harmless and defend each Indemnitee from and against any and all claims Claims (including without limitation third party claims Claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the PropertyEquipment related thereto), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under in any of the Property Equipment of any Hazardous Substance in violation of Environmental LawMaterials, or any releases or discharges of any Hazardous Substance Materials on, under, from or onto any of the Property in violation of Environmental LawEquipment, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property, (c) loss of or damage to any property Equipment or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost of corrective action, costs of financial assurance, fines and penalties and natural nature resource damages), or death or injury to any Person, and all expenses associated Person arising in connection with the protection of wildlife, aquatic species, vegetation, flora and faunaEquipment or the use thereof, and any mitigative action required by or under Environmental LawsHazardous Materials Laws with respect to the Equipment, (dc) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition that requires remediation or would allow any Governmental Authority to record a Lien on Hazardous Materials Laws by the land recordsLessee, or (ed) any residual contamination on or under the Landon, 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 SubstancesMaterials, and irrespective of or whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee -------- ------- under this Section 26.3 12.3 for (1) any Claim to the extent resulting from the willful ------------ misconduct or gross negligence of such Indemnitee (it being understood thatIndemnitee, unless the applicable Indemnitee was in possession provided that Lessee has complied with all of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of its Obligations under the Operative DocumentsDocuments and no Event of Default shall have occurred and be continuing thereunder. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this the Master Lease or any other Operative Document.

Environmental Indemnity. Without limitation of the other provisions ----------------------- of this Article XXVI, the Lessee hereby agrees to indemnify, hold harmless and ------------ defend each Indemnitee from and against any all and all claims (including without limitation third party claims for personal injury or real or personal property damage), losses (including but not limited to, to the extent the Lease Balance has not been fully paid, any loss of value of the Property), damages, liabilities, fines, penalties, charges, administrative and judicial proceedings (including informal proceedings) and orders, judgments, remedial action, requirements, enforcement actions of any kind, and all reasonable and documented costs and expenses incurred in connection therewith (including but not limited to reasonable and documented attorneys' and/or paralegals' fees and expenses), including, but not limited to, all costs incurred in connection with any investigation or monitoring of site conditions or any clean-up, remedial, removal or restoration work by any federal, state or local government agency, arising in whole or in part, out of (a) the presence on or under the Property of any Hazardous Substance in violation of Environmental Law, or any releases or discharges of any Hazardous Substance on, under, from or onto the Property in violation of Environmental Law, (b) any activity, including, without limitation, construction, carried on or undertaken on or off the Property, and whether by the Lessee or any predecessor in title or any employees, agents, contractors or subcontractors of the Lessee or any predecessor in title, or any other Persons (including such Indemnitee), in connection with the handling, treatment, removal, storage, decontamination, clean-up, transport or disposal of any Hazardous Substances in violation of Environmental Law that at any time are located or present on or under or that at any time migrate, flow, percolate, diffuse or in any way move onto or under the Property,. (c) loss of or damage to any property or the environment (including, without limitation, clean-up costs, response costs, remediation and removal costs, cost costs of corrective action, costs of financial assurance, fines and penalties and natural resource damages), or death or injury to any Person, and all expenses associated with the protection of wildlife, aquatic species, vegetation, flora and fauna, and any mitigative action required by or under Environmental Laws,. (d) any claim concerning lack of compliance with Environmental Laws, or any act or omission causing an environmental condition conditions that requires remediation or would allow any Governmental Authority to record a Lien on the land records, or. (e) any residual contamination on or under the Land, 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, and irrespective of whether any of such activities were or will be undertaken in accordance with applicable laws, regulations, codes and ordinances; provided, however, the Lessee shall not be required to indemnify any Indemnitee -------- ------- under this Section 26.3 for (1) any Claim to the extent resulting from the ------------ willful misconduct or gross negligence of such Indemnitee (it being understood -- ----- ---------- that, unless the applicable Indemnitee was in possession of the Property and caused the Claim, the Lessee shall be required to indemnify an Indemnitee even if the ordinary (but not gross) negligence of such Indemnitee caused or contributed to such Claim) or of (2) any Claim to the extent attributable to acts or events occurring after the expiration of the Term or the return or remarketing of the Property so long as the Lessor is not exercising remedies against the Lessee in respect of or the Operative Documents. It is expressly understood and agreed that the indemnity provided for herein shall survive the expiration or termination of and shall be separate and independent from any remedy under this Lease or any other Operative Document.