Common use of Hazardous Materials Clause in Contracts

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. TenantOWNER represents to ENGINEER that, to the best of its knowledge, no hazardous materials are present at the project site. However, in the event hazardous materials are known to be present, OWNER represents that to the best of its knowledge it has disclosed to ENGINEER the existence of all such hazardous materials, including but not limited to asbestos, PCB’s, petroleum, hazardous waste, or radioactive material located at or near the project site, including type, quantity and location of such hazardous materials. It is acknowledged by both parties that ENGINEER’s use scope of services do not include services related in any way to hazardous materials. In the Premises event ENGINEER or any other party encounters undisclosed hazardous materials, ENGINEER shall comply with all Hazardous Materials Lawshave the obligation to notify OWNER and, except to the extent required by law or regulation, the appropriate governmental officials, and ENGINEER may, at its option and without liability for delay, consequential or any items set forth other damages to OWNER, suspend performance of services on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any that portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken project affected by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant thathazardous materials until OWNER: (i) retains appropriate specialist consultant(s) or contractor(s) to Landlord’s knowledgeidentify and, there are not pending claims as appropriate, xxxxx, remediate, or causes of action arising out or relating to remove the Facility or the Premises as of the Commencement Datehazardous materials; and (ii) warrants that the project site is in full compliance with all applicable laws and regulations. OWNER acknowledges that ENGINEER is performing professional services for OWNER and that ENGINEER is not and shall not be required to Landlordbecome an “arranger,” “operator,” “generator,” or “transporter” of hazardous materials, as defined in the Comprehensive Environmental Response, Compensation, and Liability Act of 1990 (CERCLA), which are or may be encountered at or near the project site in connection with ENGINEER’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have services under this Agreement. If ENGINEER’s services hereunder cannot been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions performed because of the Premises in existence prior of hazardous materials, ENGINEER shall be entitled to terminate this Agreement for cause on 30 days written notice. To the Commencement Date, and, if required fullest extent permitted by law, Landlord hereby agrees OWNER shall indemnify and hold harmless ENGINEER, its officers, directors, partners, employees, and subconsultants from and against all costs, losses, and damages (including but not limited to remedy all fees and charges of engineers, architects, attorneys, and other professionals, and all court or arbitration or other dispute resolution costs) caused by, arising out of or resulting from hazardous materials, provided that (i) any such actual cost, loss, or suspected problem through damage is attributable to bodily injury, sickness, disease, or death, or injury to or destruction of tangible property (other than completed Work), including the removal loss of Hazardous Materials at Landlorduse resulting therefrom, and (ii) nothing in this paragraph shall obligate OWNER to indemnify any individual or entity from and against the consequences of that individual’s or entity’s sole cost and expensenegligence or willful misconduct.

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and Tenant agree to indemnify and hold harmless the other from any and all applicable governmental authoritiesclaims, in accordance with all Hazardous Materials Laws and good business practices. During the Termdamages, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant fines, judgments, penalties, costs, liabilities or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense losses (including, without limitation, Landlord’s reasonable attorneys’ fees any and costsall sums paid for settlement of claims, attorneys fees, consultant and expert fees) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings arising during or actions initiated after the lease term from or in connection with the presence or suspected presence of hazardous substances in, on or beneath the Premises, unless the hazardous substances are present as the result of negligence, willful misconduct or other acts of the party otherwise so indemnified, its agents, employees, contractors or invitees. Without limitation of the foregoing, this indemnification shall include any Hazardous Materials Claimsand all costs incurred due to any investigation by a federal, state or local agency or political subdivision, unless the hazardous substances are present solely as the result of negligence, willful misconduct or other acts of the party otherwise so indemnified, its agents, employees, contractors or invitees. Landlord represents This indemnification shall specifically include any and warrants all costs due to Tenant that: (i) to Landlord’s knowledgehazardous substances which flow, there are not pending claims diffuse, migrate or causes of action arising out percolate into, onto or relating to the Facility or under the Premises as of after the Commencement Date; . Each of the parties agrees to comply with all laws, codes, rules, and (ii) regulations of the United States and the State of Florida. Tenant agrees that it will not store, keep, use, sell, dispose of or offer for sale in, upon or from the Premises any article or substance which may be prohibited by any insurance policy in force from time to Landlord’s knowledgetime covering the buildings in which the Premises are located, no Environmental Activities nor shall Tenant keep, store, produce or dispose of on, in violation of or from the Premises or the buildings in which the Premises are located any Hazardous Materials Laws have occurred prior substance which may be deemed a hazardous substance or infectious waste under any state, local or federal rule, statute, law, regulation or ordinance as may be promulgated or amended from time to the Commencement Date which have not been remedied in fulltime. Notwithstanding anything to the contrary contained As used herein, “hazardous substance” means any substance which is toxic, ignitable, reactive, or corrosive and which is regulated by any local government, the state in no event shall Tenant be responsible for conditions of which the Premises in existence prior is located, or the United States government or poses a threat to human health or the Commencement Dateenvironment, andand includes any and all material and substances which are defined as “hazardous waste”, if required by “toxic substances” or a “hazardous substance” pursuant to state, federal or local governmental law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost including, but not restricted to, asbestos, polychlorobiphenyls and expensepetroleum.

Hazardous Materials. TenantOWNER represents to ENGINEER that, to the best of its knowledge, no hazardous materials are present at the project site. However, in the event hazardous materials are known to be present, OWNER represents that to the best of its knowledge it has disclosed to ENGINEER the existence of all such hazardous materials, including but not limited to asbestos, PCB’s, petroleum, hazardous waste, or radioactive material located at or near the project site, including type, quantity and location of such hazardous materials. It is acknowledged by both parties that ENGINEER’s use scope of services do not include services related in any way to hazardous materials. In the Premises event ENGINEER or any other party encounters undisclosed hazardous materials, ENGINEER shall comply with all Hazardous Materials Lawshave the obligation to notify OWNER and, except to the extent required by law or regulation, the appropriate governmental officials, and ENGINEER may, at its option and without liability for delay, consequential or any items set forth other damages to OWNER, suspend performance of services on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any that portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken project affected by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant thathazardous materials until OWNER: (i) retains appropriate specialist consultant(s) or contractor(s) to Landlord’s knowledgeidentify and, there are not pending claims as appropriate, xxxxx, remediate, or causes of action arising out or relating to remove the Facility or the Premises as of the Commencement Datehazardous materials; and (ii) warrants that the project site is in full compliance with all applicable laws and regulations. OWNER acknowledges that ENGINEER is performing professional services for OWNER and that ENGINEER is not and shall not be required to Landlordbecome an “arranger,” “operator,” “generator,” or “transporter” of hazardous materials, as defined in the Comprehensive Environmental Response, Compensation, and Liability Act of 1990 (CERCLA), which are or may be encountered at or near the project site in connection with ENGINEER’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have services under this Agreement. If ENGINEER’s services hereunder cannot been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions performed because of the Premises in existence prior of hazardous materials, ENGINEER shall be entitled to terminate this Agreement for cause on 30 days written notice. To the Commencement Date, and, if required fullest extent permitted by law, Landlord hereby agrees OWNER shall indemnify and hold harmless ENGINEER, its officers, directors, partners, employees, and subconsultants from and against all costs, losses, and damages (including but not limited to remedy any such actual all fees and charges of engineers, architects, attorneys, and other professionals, and all court or suspected problem through the removal arbitration or other dispute resolution costs) caused by, arising out of Hazardous Materials at Landlord’s sole cost and expense.or resulting from hazardous materials, provided that

Hazardous Materials. TenantSublessee’s use of the Premises shall comply in all material respects with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant Sublessee during the Term or if Tenant Sublessee has received notice of any Hazardous Materials Claim against any portion of the Premises solely as a result of TenantSublessee’s acts or omissions during the Term, Tenant Sublessee shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon LandlordSublessor’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord Sublessor and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant Sublessee shall immediately promptly advise Landlord Sublessor in writing of: of (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Sublessee or any portion of the Premises; (c) any remedial action taken by Tenant Sublessee in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) TenantSublessee’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from TenantSublessee, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord Sublessor shall have the right, and except for any items noted on Exhibit “D” at TenantSublessor’s sole cost and expense (including, without limitation, LandlordSublessor’s reasonable attorneys’ fees and costs) and with counsel chosen by LandlordSublessor, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord Sublessor represents and warrants to Tenant that: (i) to Landlord’s knowledge, Sublessee that there are not pending claims or causes of action no Hazardous Materials Claims arising out of or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions commencement of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseTerm.

Hazardous Materials. Tenant’s use of the Premises shall comply in all material respects with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in material violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received written notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the TermPremises, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual violation or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem claim to the reasonable satisfaction of Landlord and in accordance in all material respects with all applicable governmental authorities, in accordance with all as required by Hazardous Materials Laws Laws. Tenant and good business practices. During the Term, Tenant Landlord shall immediately promptly advise Landlord one another in writing of: upon receiving written notice of (a) any Environmental Activities in material violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or Landlord in connection with the Premises (or any portion of the Premises); (c) any remedial action taken by Tenant or Landlord in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in material violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises of which Tenant or Landlord, as applicable, has actual knowledge and that materially increase increases the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all material communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Notwithstanding any other provision of this Lease, if any Hazardous Materials are discovered on or under any portion of the Facility in violation of any Hazardous Materials Law, the Term shall be automatically extended with respect to the Facility only and this Lease shall remain in full force and effect with respect to the Facility only until the earlier to occur of (i) the completion of all remedial action or monitoring, as reasonably approved by Landlord, in accordance with all Hazardous Materials Laws, or (ii) the date specified in a written notice from Landlord to Tenant terminating this Lease (which date may be subsequent to the date upon which the Term was to have expired). Notwithstanding the foregoing, unless the Initial Term of this Lease is renewed pursuant to Section 1, above, in no event shall the provisions of this Section 8.5 extend the Term for the Facility beyond December 31, 2027 as to the Facility; provided, however, that Tenant’s obligations to complete all remedial action or monitoring pursuant to this Section 8.5 shall survive any such termination of the Term. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. TenantLessee’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant Lessee during the Term or if Tenant Lessee has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of TenantLessee’s acts or omissions during the Term, Tenant Lessee shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon LandlordLessor’s approval of the remediation plan, remedy any such problem to the reasonable satisfaction of Landlord Lessor and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant Lessee shall immediately promptly advise Landlord Lessor in writing of: of (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Lessee or any portion of the Premises; (c) any remedial action taken by Tenant Lessee in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) TenantLessee’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase increases the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all written communications to or from TenantLessee, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord Lessor shall have the right, and except for any items noted on Exhibit “D” at TenantLessee’s sole cost and expense (including, without limitation, LandlordLessor’s reasonable attorneys’ fees and costs) and with counsel chosen by LandlordLessor, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord Lessor represents and warrants to Tenant that: (i) Lessee that to LandlordLessor’s knowledge, without inquiry or investigation, there are not no pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) . Lessee shall not have any obligations or liabilities with respect to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior existing conditions or matters relating to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of Facility or the Premises in existence prior to as of the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws(a) Tenant agrees that it will not, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term Applicable Laws, release, discharge, place, hold, or if Tenant has received notice dispose of any Hazardous Materials Claim against any portion of Material (as hereinafter defined) on, under or at the Premises as a result of Tenant’s acts Premises, in the Building, or omissions during on the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwiseLand, and upon Landlord’s approval of the remediation planthat it will not, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of Applicable Laws, use the Premises, the Building, or the Land as a site for the treatment, storage, or disposal (whether permanent or temporary) of any Hazardous Materials Laws; (b) Material. Tenant further agrees that it will not knowingly cause or allow any Hazardous Materials Claims against asbestos to be incorporated into any improvements or alterations which Tenant makes or any portion of causes to be made to the Premises; (c) any remedial action taken by , or the Building. Landlord confirms that to its knowledge except as disclosed in that certain environmental audit for the Land which has been made available for Tenant in response to any Hazardous Materials Claims or any review at the offices of Landlord, there are no Hazardous Materials on, under or about at the Premises, in the Building, or on the Land in violation of Applicable Laws, and that Landlord will not release, discharge, place, hold, or dispose of any Hazardous Material on, under or at the Premises, in the Building, or on the Land in violation of Applicable Laws, and that it will not use the Premises, the Building, the Land, or any other portion thereof as a site for the treatment, storage, or disposal (whether permanent or temporary) of any Hazardous Material in violation of Applicable Laws. To the best of its knowledge, Landlord confirms that no asbestos will be incorporated into any improvements or alterations which Landlord makes or causes to be made to the Premises, or the Building. If asbestos is incorporated into any improvements or alterations which Landlord makes or causes to be made to the Premises, or the Building, Landlord shall cause it to be removed and/or treated so that occupation of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of is safe and lawful, and Landlord shall bear all reasonable expenses and costs incurred by Tenant for temporarily moving from the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; while such removal and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there treatment work are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensedone.

Hazardous Materials. (a) Tenant shall be permitted to bring or keep in or on the Premises any Hazardous Material (hereinafter defined), so long as such Hazardous Material is specifically identified and enumerated in Tenant’s use Hazardous Waste Management Program (as hereafter defined and as the same may be updated by Tenant from time to time upon reasonable prior notice to and with the approval of Landlord), which are hereby expressly permitted by Landlord (“Tenant’s Hazardous Materials”). Tenant’s Hazardous Materials shall at all times be brought upon, kept or used in accordance with (A) all applicable Environmental Laws (hereinafter defined) and regulations or requirements of insurance rating or insurance service organizations, (B) Tenant’s “Hazardous Waste Management Program,” which shall be provided by Tenant to Landlord in advance of Hazardous Materials being brought by Tenant upon the Premises for Landlord’s review and approval, not to be unreasonably withheld, conditioned or delayed, and Tenant hereby acknowledges that Tenant shall comply with all be prohibited from bringing or keeping any Tenant’s Hazardous Materials Lawsin or on the Premises until Landlord has approved Tenant’s “Hazardous Waste Management Program” in writing, except and (C) with respect to medical waste and so-called “biohazard” materials, all applicable laws and regulations and insurance regulations or requirements. Tenant shall be responsible for any items set forth on Exhibit “D”assuring that all laboratory uses are adequately and properly vented. If any Environmental Activities occur Tenant’s Hazardous Waste Management Program shall be updated as reasonably required by Landlord or are suspected to have occurred in violation of any Hazardous Materials Laws desired by Tenant during (including the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result list of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwiseenumerated therein), and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practicesbut no less frequently than annually. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord Waste Management Program shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: also specify (i) to Landlord’s knowledgea description of handling, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Datestorage, use and disposal procedures; and (ii) all plans or disclosures and/or emergency response plans which Tenant has prepared, including without limitation Tenant’s Hazardous Waste Management Plan, and all plans which Tenant is required to Landlord’s knowledge, no supply to any governmental agency or authority pursuant to any Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseLaw.

Hazardous Materials. Tenant’s use of the Premises shall comply in all material respects with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in material violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received written notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the TermPremises, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual violation or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem claim to the reasonable satisfaction of Landlord and in accordance in all material respects with all applicable governmental authorities, in accordance with all as required by Hazardous Materials Laws Laws. Tenant and good business practices. During the Term, Tenant Landlord shall immediately promptly advise Landlord one another in writing of: upon receiving written notice of (a) any Environmental Activities in material violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or Landlord in connection with the Premises (or any portion of the Premises); (c) any remedial action taken by Tenant or Landlord in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in material violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises of which Tenant or Landlord, as applicable, has actual knowledge and that materially increase increases the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all material communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Notwithstanding any other provision of this Master Lease, if any Hazardous Materials are discovered on or under any portion of a Facility in violation of any Hazardous Materials Law, the Term shall be automatically extended with respect to such Facility only and this Master Lease shall remain in full force and effect with respect to such Facility only until the earlier to occur of (i) the completion of all remedial action or monitoring, as reasonably approved by Landlord, in accordance with all Hazardous Materials Laws, or (ii) the date specified in a written notice from Landlord to Tenant terminating this Master Lease (which date may be subsequent to the date upon which the Term was to have expired). Notwithstanding the foregoing, unless the Initial Term of this Master Lease is renewed pursuant to Section 1, above, in no event shall the provisions of this Section 8.5 extend the Term for a Facility beyond December 31, 2025 as to such Facility; provided, however, that Tenant’s obligations to complete all remedial action or monitoring pursuant to this Section 8.5 shall survive any such termination of the Term. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant’s use of the Premises 40.1 Tenant shall comply with all not cause or permit any Hazardous Materials Laws(as hereinafter defined) to be brought upon, except for any items set forth on Exhibit “D”. If any Environmental Activities occur kept or are suspected to have occurred used in or about the Premises, the Building or the Project in violation of any Applicable Laws by Tenant, its agents, employees, contractors or invitees. If Tenant breaches such obligation, or if the presence of Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, a breach results in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion contamination of the Premises, including copies thereof. Landlord the Building, the Project or any adjacent property, or if contamination of the Premises by Hazardous Materials otherwise occurs during the Term of this Lease or any extension or renewal hereof or holding over hereunder, then Tenant shall have the rightindemnify, save, defend and except for hold Landlord, its agents and contractors harmless from and against any items noted on Exhibit “D” at Tenant’s sole cost and expense all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, Landlord’s reasonable diminution in value of the Premises, the Building, the Project or any portion thereof; damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises or Project; damages arising from any adverse impact on marketing of space in the Premises, the Building or the Project; and sums paid in settlement of claims, attorneys’ fees, consultants’ fees and costsexperts’ fees) and with counsel chosen by Landlord, to join and participate in, that arise during or after the Term as a party if it so electsresult of such breach or contamination. This indemnification of Landlord by Tenant includes, any legal proceedings or actions initiated without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal or restoration work required by any Governmental Authority because of Hazardous Materials Claimspresent in the air, soil or groundwater above, on or under the Premises. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgeWithout limiting the foregoing, there are not pending claims or causes of action arising out or relating to if the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation presence of any Hazardous Materials Laws have occurred in, on, under or about the Premises, the Building, the Project or any adjacent property caused or permitted by Tenant results in any contamination of the Premises, the Building, the Project or any adjacent property, then Tenant shall promptly take all actions at its sole cost and expense as are necessary to return the Premises, the Building, the Project and any adjacent property to their respective condition existing prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions time of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at contamination; provided that Landlord’s sole cost written approval of such action shall first be obtained, which approval Landlord shall not unreasonably withhold; and expenseprovided, further, that it shall be reasonable for Landlord to withhold its consent if such actions could have a material adverse long-term or short-term effect on the Premises, the Building or the Project.

Hazardous Materials. Tenant’s use To the knowledge of Seller, the Premises shall comply with all Property does not contain any Hazardous Materials LawsMaterials, including, but not limited to, any chemicals or materials regulated as hazardous or toxic under any federal, state or local law, except for any items what is commonly incorporated into or used and stored at the Property for normal uses in a typical veterinary practice (the “Excluded Materials”), and except as set forth on Exhibit “D”in the Property Documents. If Seller agrees to provide Buyer promptly in writing any Environmental Activities occur information, which Seller has or are suspected to have occurred in violation may acquire regarding the presence and location of any Hazardous Materials (as defined below), not including the Excluded Materials on or about the Property. Seller is in compliance with all Environmental Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises (as a result of Tenant’s acts or omissions during the Termdefined below) and Seller possesses all required permits, Tenant shall promptly obtain all permits licenses and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwisecertificates, and upon Landlord’s approval of the remediation planhas filed all notices or applications, remedy any such problem to the satisfaction of Landlord required thereby. Seller is and all applicable governmental authorities, has been in accordance compliance with all Hazardous Materials Environmental Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities there has been no release or disposal of a Hazardous Material in violation of an Environmental Law in any Hazardous Materials Laws; material respect at, on, under, within or migrating to or from any property currently or formerly owned, leased or operated by Seller. Seller has not been subject to, nor received any notice (bwritten or oral) of any Hazardous Materials Claims against Tenant private, administrative or judicial action, or any portion notice (written or oral) of any intended private, administrative, or judicial action relating to the Premises; (c) any remedial action taken by Tenant in response to any presence or alleged presence of Hazardous Materials Claims or any Hazardous Materials onMaterial in, under or about upon any portion real property owned or used by the Seller, and there is no reasonable basis for any such notice or action; and there are no pending or threatened actions or proceedings (or notices of potential actions or proceedings) against Seller from any governmental agency or any other entity regarding any matter relating to health, safety or protection of the Premises environment. For purposes of this Agreement, “Hazardous Materials” means (A) any petroleum or petroleum products, flammable explosives, radon, radioactive materials, asbestos in violation any form that is or could become friable, urea formaldehyde foam insulation and transformers or other equipment that contain dielectric fluid containing levels of any Hazardous Materials Lawspolychlorinated biphenyls (PCBs); (dB) Tenant’s discovery of any occurrence chemicals or condition on other materials or substances which are now or hereafter become defined as or included in the vicinity definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “extremely hazardous wastes,” “restricted hazardous wastes,” “toxic substances,” “toxic pollutants” or words of similar import under any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous MaterialsEnvironmental Law; and (eC) all communications any other chemical or other material or substance, exposure to which is now or from Tenanthereafter prohibited, limited or regulated by any governmental or regulatory authority under any Environmental Law. For purposes of this Agreement, “Environmental Law” means any law or order of any other Person governmental or regulatory authority, agency, entity, or body relating to Hazardous Materials Laws the regulation or Hazardous Materials Claims with respect protection of human health, safety or the environment or to any portion emissions, discharges, releases or threatened releases of pollutants, contaminants, chemicals or industrial, toxic or hazardous substances or wastes into the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense environment (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlordambient air, to join and participate insoil, as a party if it so electssurface water, any legal proceedings ground water, wetlands, land or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgesubsurface strata), there are not pending claims or causes of action arising out or otherwise relating to the Facility manufacture, processing, distribution, use, treatment, storage, disposal, transport or the Premises as handling of the Commencement Date; and (ii) to Landlord’s knowledgepollutants, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained hereincontaminants, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Datechemicals or industrial, and, if required by law, Landlord hereby agrees to remedy any such actual toxic or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensehazardous substances or wastes.

Hazardous Materials. TenantCLIENT/OWNER represents to ENGINEER that, to the best of its knowledge, no hazardous materials are present at the project site. However, in the even hazardous materials are known to be present, CLIENT/OWNER represents that to the best of its knowledge it has disclosed to ENGINEER the existence of all such hazardous materials, including but not limited to asbestos, PCB’s, petroleum, hazardous waste, or radioactive material located at or near the project site, including type, quantity and location of such hazardous materials. It is acknowledged by both parties that ENGINEER’s use scope of services do not include services related in any way to encounters undisclosed hazardous materials, ENGINEER shall have the Premises shall comply with all Hazardous Materials Lawsobligation to notify CLIENT/OWNER and, except to the extent required by law or regulation, the appropriate governmental officials, and ENGINEER may, at its option and without liability for delay, consequential or any items set forth other damages to CLIENT/OWNER, suspend performance of services on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any that portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken project affected by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant thathazardous materials until CLIENT/OWNER: (i) retains appropriate specialist consultant(s) or contractor(s) to Landlord’s knowledgeidentify and, there are not pending claims as appropriate, xxxxx, remediate, or causes of action arising out or relating to remove the Facility or the Premises as of the Commencement Datehazardous materials; and (ii) warrants that the project site is in full compliance with all applicable laws and regulations. CLIENT/OWNER acknowledges that ENGINEER is performing professional services for CLIENT/OWNER and that ENGINEER is not and shall not be required to Landlordbecome an “arranger,” “operator,” “generator,” or “transporter” of hazardous materials, as defined in the Comprehensive Environmental Response, Compensation, and Liability Act of 1990 (CERCLA), which are or may be encountered at or near the project site in connection with ENGINEER’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have services under this Task Order. If ENGINEER’s services hereunder cannot been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions performed because of the Premises in existence prior of hazardous materials, ENGINEER shall be entitled to terminate this Task Order for cause on 30 calendar days written notice. To the Commencement Date, and, if required fullest extent permitted by law, Landlord hereby agrees CLIENT/OWNER shall indemnify and hold harmless ENGINEER, its officers, directors, partners, employees, and subconsultants from and against all costs, losses, and damages (including but not limited to remedy all fees and charges of engineers, architects, attorneys, and other professionals, and all court or arbitration or other dispute resolution costs) caused by, arising out of or resulting from hazardous materials, provided that (i) any such actual cost, loss, or suspected problem through damage is attributable to bodily injury, sickness, disease, or death, or injury to or destruction of tangible property (other than completed Work), including the removal loss of Hazardous Materials at Landlorduse resulting there from, and (ii) nothing in this paragraph shall obligate CLIENT/OWNER to indemnify any individual or entity from and against the consequences of that individual’s or entity’s sole cost and expensenegligence or willful misconduct.

Hazardous Materials. Tenant’s use of Tenant shall not cause or permit the Premises shall comply with all Hazardous Materials Laws------------------- storage, except for any items set forth on Exhibit “D”. If any Environmental Activities occur use, generation, release, handling or are suspected to have occurred in violation disposal (collectively, "Handling") of any Hazardous Materials Laws (as defined below), in, on, or about the Premises or the Real Property by Tenant during the Term or if any agents, employees, contractors, licensees, subtenants, customers, guests or invitees of Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of (collectively with Tenant’s acts or omissions during the Term, "Tenant Parties"), except that Tenant shall promptly obtain be permitted to use normal quantities of office supplies or products (such as copier fluids or cleaning supplies) customarily used in the conduct of general business office activities ("Common Office Chemicals"), provided that the Handling of such Common Office Chemicals shall comply at all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance times with all Legal Requirements, including Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in fulldefined below). Notwithstanding anything to the contrary contained herein, however, in no event shall Tenant permit any usage of Common Office Chemicals in a manner that may cause the Premises or the Real Property to be contaminated by any Hazardous Materials or in violation of any Hazardous Materials Laws. Tenant shall immediately advise Landlord in writing of (a) any and all enforcement, cleanup, remedial, removal, or other governmental or regulatory actions instituted, completed, or threatened pursuant to any Hazardous Materials Laws relating to any Hazardous Materials affecting the Premises; and (b) all claims made or threatened by any third party against Tenant, Landlord, the Premises or the Real Property relating to damage, contribution, cost recovery, compensation, loss, or injury resulting from any Hazardous Materials on or about the Premises. Without Landlord's prior written consent (which consent may be withheld in Landlord's sole discretion), Tenant shall not take any remedial action or enter into any agreements or settlements in response to the presence of any Hazardous Materials in, on, or about the Premises. Tenant shall be solely responsible for conditions and shall indemnify, defend and hold Landlord and all other Indemnitees (as defined in Paragraph 14.b. below), harmless from and against all Claims (as defined in Paragraph 14.b. below), arising out of or in connection with, or otherwise relating to (i) any Handling of Hazardous Materials by any Tenant Party or Tenant's breach of its obligations hereunder, or (ii) any removal, cleanup, or restoration work and materials necessary to return the Premises in existence Real Property or any other property of whatever nature located on the Real Property to their condition existing prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal Handling of Hazardous Materials in, on or about the Premises. Tenant's obligations under this paragraph shall survive the expiration or other termination of this Lease. For purposes of this Lease, "Hazardous Materials" means any explosive, radioactive materials, hazardous wastes, or hazardous substances, including without limitation asbestos containing materials, PCB's, CFC's, or substances defined as "hazardous substances" in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 9601-9657; the Hazardous Materials Transportation Act of 1975, 49 U.S.C. Section 1801-1812; the Resource Conservation and Recovery Act of 1976, 42 U.S.C. Section 6901-6987; or any other Legal Requirement regulating, relating to, or imposing liability or standards of conduct concerning any such materials or substances now or at Landlord’s sole cost and expenseany time hereafter in effect (collectively, "Hazardous Materials Laws").

Hazardous Materials. As used in this Lease, the term “Hazardous Material” means any flammable items, explosives, radioactive materials, hazardous or toxic substances, material or waste or related materials, including any substance defined as or included in the definition of “hazardous substances”, “hazardous wastes”, “hazardous materials” or “toxic substances” now or subsequently regulated under any applicable federal, state or local laws or regulations, including without limitation petroleum-based products, paints, solvents, lead, cyanide, DDT, printing inks, acids, pesticides, ammonia compounds and other chemical products, asbestos, PCBs and similar compounds, and including any different products and materials which are subsequently found to have adverse effects on the environment or the health and safety of persons. Tenant shall not cause or permit any Hazardous Material to be generated, produced, brought upon, used, stored, treated or disposed of in or about the Premises by Tenant, its agents, employees, contractors, sublessees or invitees without the prior written consent of Landlord; provided, however, Tenant shall be allowed to store and use nominal amounts of commercially available cleaning and standard office products without the consent of Landlord. For other than such products, Tenant shall provide Landlord with ten (10) days advance written notice, setting forth an itemization of all such Hazardous Materials, with a detailed description thereof, and the intended volume, location and use of such Materials at the Premises, prior to the use or allowance of any other products, materials or substances which are Hazardous Materials as defined above or which have or may have adverse effects on the environment or the health and safety of persons. Landlord shall be entitled to take into account such other factors or facts as Landlord reasonably deems to be relevant in determining whether to grant or withhold consent to Tenant’s proposed activity with respect to Hazardous Material. In no event, however, shall Landlord be required to consent to the installation or use of any storage tanks in or on the Premises. Tenant shall have no obligation to investigate or remediate any Hazardous Materials located in or as part of the base building as of the Commencement Date or in any areas of the Project located outside the Premises that were not placed thereon or therein, or damaged, exacerbated (but only to the extent exacerbated) or disturbed by Tenant or any of Tenant’s agents, contractors, employees, licensees or invitees. Landlord covenants that during the Lease Term, Landlord shall not cause any Hazardous Materials to be introduced in, on or under the Project by Landlord, its agents, employees or contractors in violation of applicable laws in effect at the time of such introduction and Landlord shall comply with all applicable laws with respect to Hazardous Materials Lawsin accordance with, except for any items set forth on Exhibit “D”and as required by, the terms of this Lease. If any Environmental Activities occur or are suspected to have occurred in violation In addition, Operating Expenses shall not include the cost of remediation of any Hazardous Materials Laws by Tenant during to the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion extent (A) existing on those portions of the Premises Project owned by Landlord as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction date of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities execution of this Lease in violation of applicable laws at such time (including asbestos), (B) resulting from asbestos, and/or (C) not caused by Tenant or its agents, contractors, employees, licensees or invitees. For purposes hereof, “costs of remediation” shall mean the costs associated with the investigation, testing, monitoring, containment, removal, remediation, cleanup and/or abatement of any release of any such Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or described in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed immediately preceding sentence as necessary to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection comply with any Hazardous Materials Claimsapplicable laws. Landlord represents and warrants to Tenant that: (i) Tenant, to the best of Landlord’s knowledge, there that the Premises and Project are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior applicable laws relating to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal presence of Hazardous Materials at Landlord’s sole cost and expenseMaterials.

Hazardous Materials. Tenant’s use Lessor represents and warrants that the Property, as of the Premises shall comply with all Hazardous Materials Lawsdate of this Lease, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation is free of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits hazardous substances including asbestos-containing materials and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwiselead paint, and upon Landlord’s approval of that the remediation planProperty has never been subject to any contamination or hazardous conditions resulting in any environmental investigation, remedy inquiry, or remediation. Lessor and Lessee agree that each will be responsible for compliance with any such problem to the satisfaction of Landlord and all applicable governmental authoritieslaws, rules, statutes, regulations, codes, ordinances, or principles of common law regulating or imposing standards of liability or standards of conduct with regard to protection of the environment or worker health and safety, as may now or at any time hereafter be in accordance effect, to the extent such apply to that party’s activity conducted in or on the Property. Lessor and Lessee agree to hold harmless and indemnify the other from, and to assume all duties, responsibilities and liabilities at the sole cost and expense of the indemnifying party for payment of penalties, sanctions, forfeitures, losses, costs or damages, and for responding to any action, notice, claim, order, summons, citation, directive, litigation, investigation or proceeding (''Claims”), to the extent arising from that party's breach of its obligations or representations under this section. Lessor agrees to hold harmless and indemnify Lessee from, and to assume all duties, responsibilities and liabilities at the sole cost and expense of Lessor for, payment of penalties, sanctions, forfeitures, losses, costs or damages, and for responding to any Claims, to the extent arising from subsurface or other contamination of the Property with all Hazardous Materials Laws and good business practices. During hazardous substances prior to the effective date of this Agreement or from such contamination caused by the acts or omissions of Lessor during the Term. Lessee agrees to hold harmless and indemnify Lessor from, Tenant shall immediately advise Landlord in writing of: (a) and to assume all duties, responsibilities and liabilities at the sole cost and expense of Lessee for payment of penalties, sanctions, forfeitures, losses, costs damages, and for responding to any Environmental Activities in violation Claims, to the extent arising from hazardous substances brought onto the property by Lessee. Unless the result of a hazardous substance release for which Lessee is liable under AS 46.03.822, should Lessee becomes aware of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant hazardous substances on the Property, or any portion of environmental, health, or safety condition or matter relating to the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion Property that renders the condition of the Premises in violation of any Hazardous Materials Laws; (d) Tenantor the Property unsuitable for Lessee’s discovery of any occurrence use, or condition on if Lessee believes the leasing or in the vicinity of any portion continued leasing of the Premises that materially increase the risk that any portion would expose Lessee to undue risks of the Premises liability to a government agency or other third party, Lessee will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for in addition to any items noted on Exhibit “D” other rights it may have at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlordlaw or in equity, to join terminate this Lease upon written notice to Lessor. In the event of a material spill of fuel or other hazardous materials on the Premises, Lessee shall promptly notify Lessor and participate inact promptly to contain the spill, as a party if it so electsrepair any damage, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents absorb and warrants to Tenant that: (i) to Landlord’s knowledgeclean up the spill area, there are not pending claims or causes of action arising out or relating to the Facility or and restore the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior a condition reasonably satisfactory to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseLessor.

Hazardous Materials. Tenant shall not cause or permit any Hazardous Material (defined below) to be generated, produced, brought upon, used, stored, treated or disposed of in or about the Premises without the specific prior written consent of Landlord and subject to the provisions of this Section. Landlord shall take into account such factors as Landlord considers relevant in determining whether to grant or withhold consent to Tenant’s proposed Hazardous Material. No installation or use of storage tanks is permitted on the Premises. Tenant shall immediately notify Landlord of any hazardous contamination of the Premises. Landlord may elect to test the Premises shall comply with all for the presence of Hazardous Materials Laws, except for at any items set forth on Exhibit “D”time during the Term and after Tenant vacates the Premises. If any Environmental Activities occur or are suspected to have occurred in violation such testing indicates the presence of any Hazardous Materials, and if Tenant brought Hazardous Materials Laws by Tenant during of that type into the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the TermPremises, Tenant shall immediately advise reimburse Landlord for all costs incurred in writing of: the testing and the clean-up. As used in this Lease, the term “Hazardous Material” means any flammable items, explosives, radioactive materials, hazardous or toxic substances, material or waste, including any substances included in the definition of “hazardous substances.” “hazardous wastes,” “hazardous materials” or “toxic substances” now or subsequently regulated under any applicable federal, state or local regulations, including petroleum-based products, asbestos. PCBs and similar compounds. Tenant shall be fully and completely liable to Landlord for any and all cleanup costs, and any and all other charges, penalties (acivil and criminal) imposed by any Environmental Activities governmental authority’ with respect to Tenant’s use, disposal, transportation, generation and/or sale of Hazardous Materials, in violation of or about the Project and any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of brought into the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in during the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; Term. Tenant shall indemnify, defend and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. save Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees mortgagees harmless from any and costs) all costs and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated penalties arising in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to LandlordTenant’s knowledgeuse, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledgedisposal, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained hereintransportation, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal generation and/or sale of Hazardous Materials at Landlord’s sole cost and expenseMaterials.

Hazardous Materials. Tenant’s use of the Premises , at its sole cost, shall comply with all Laws relating to Tenant’s storage, use and disposal of any hazardous, toxic or radioactive materials, including those materials identified in 22 California Code of Regulations Sections 66261.1 et seq., as they may be amended from time to time (collectively “Hazardous Materials Laws, except for any items set forth on Exhibit “DMaterials”). If any Environmental Activities occur Tenant does store, use or are suspected to have occurred in violation dispose of any Hazardous Materials Laws by Tenant during Materials, other than office and automotive supplies and cleaning supplies typically used for the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion permitted uses of the Premises, including copies thereofTenant shall notify Landlord in writing at least ten (10) days prior to their first appearance on the Premises, provided that no such notice shall be required with respect to the Hazardous Materials that Tenant is presently using in the Premises, it being understood that Tenant may continue using such Hazardous Materials in the Premises in compliance with this Paragraph 10.3. Tenant shall be solely responsible for and shall defend, indemnify and hold Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable Agents harmless from and against all claims, costs and liabilities, including attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings arising out of or actions initiated in connection with any storage, use or disposal of Hazardous Materials Claims. Landlord represents in, on or about the Premises by Tenant or Tenant’s Agents or invitees, including any claims, costs, and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action liabilities arising out of or relating in connection with the removal and/or remediation of any such Hazardous Materials in compliance with applicable Laws and any associated clean-up and restoration work required to the Facility or return the Premises as of and the Commencement Date; and (ii) Property to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred substantially their condition existing prior to the Commencement Date which have not been remedied in fullappearance of any such Hazardous Materials on the Premises and/or the Property as required by applicable Laws. Tenant’s obligations hereunder shall survive the termination of this Lease. Notwithstanding anything to the contrary contained hereinin this Lease, in under no event circumstance shall Tenant be liable or responsible for conditions any claims, demands, costs, or liabilities directly or indirectly arising out of or in connection with any Hazardous Materials present at any time on or about the Premises or the violation of any applicable Laws with respect to Hazardous Materials, except to the extent that any of the foregoing is caused by the storage, use or disposal of such Hazardous Materials in, on, under or about the Premises by Tenant or any of Tenant’s Agents or invitees. To Landlord’s current actual knowledge, there currently are no Hazardous Materials present on or about the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal violation of Hazardous Materials at Landlord’s sole cost and expenseapplicable Laws.

Hazardous Materials. Tenant’s use of (a) Tenant (i) will not conduct any activity on the Premises shall comply with all that will use or produce any Hazardous Materials LawsMaterials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation manner for the storage of any Hazardous Materials Laws by Tenant during except for storage of such materials that are both (1) used in the Term or if Tenant has received notice ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials Claim against to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any portion Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s acts or omissions during failure to comply with the Termforegoing provisions, Tenant shall promptly obtain defend and hold Landlord harmless from all permits claims, demands, actions, liabilities, costs, expenses, damages and approvals necessary to remedy obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such actual or suspected problem through the removal of Hazardous Materials or otherwisematerials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all request therefor. Except for Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord that existed in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (ii5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s knowledgeexpense, no Environmental Activities unless they reveal the presence of Hazardous Materials in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have above provisions of this Section or that Tenant has not been remedied in full. Notwithstanding anything to complied with the contrary contained hereinrequirements of this Section, in no event which case Tenant shall Tenant be responsible reimburse Landlord for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at reasonable cost thereof within ten (10) days after Landlord’s sole cost and expenserequest therefor.

Hazardous Materials. Tenant’s use Hazardous materials shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, that concerns the existence, management, control, discharge, treatment, containment and/or removal of substances or materials that are or may become a threat to public health or the environment including, but not limited to, substances defined as “hazardous substances”, “hazardous materials”, “toxic substances” or “hazardous wastes” as covered under the California Health and Safety Code, and in any regulations adopted, published and/or promulgated pursuant to said laws, and in any other environmental law, regulation or ordinance now existing or hereinafter enacted. Lessee hereby agrees that it shall not use, generate, manufacture, refine, produce, process, store or dispose of on, under or about the leased Premises shall comply or transport to or from the Leased Premises any hazardous materials, except in compliance with all applicable Hazardous Materials Material Laws, nor does Lessee intend to use the Leased Premises in the future for the purpose of generating, manufacturing, refining, producing, storing, handling, transferring, processing or transporting of hazardous materials, except for in compliance with any items set forth on Exhibit “D”Hazardous Material Laws. If at any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant time during the Term term of this Lease, hazardous materials are used, or if Tenant has received notice of any Hazardous Materials Claim against any portion of placed by Lessee on the Leased Premises as a result of TenantLessee’s acts activities on the Leased Premises or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy if any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval contamination of the remediation planLeased Premises shall occur solely as a result of Lessee’s activities on the Leased Premises, remedy any Lessee, at Lessee’s sole cost and expense, shall remove, remediate or encapsulate such problem to the satisfaction of Landlord and all applicable governmental authorities, hazardous waste in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion requirements of the Premises; (c) appropriate governmental agency. In the event Lessee discovers any remedial action taken by Tenant hazardous materials in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of on the Premises in violation of any Hazardous Materials Material Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord Lessee shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, immediately notify Lessor and, if unless Lessee is required by lawunder the preceding sentence remove, Landlord hereby agrees to remedy any remediate or encapsulate such actual hazardous materials or suspected problem through the removal of Hazardous Materials waste, Lessor shall do so at LandlordLessor’s sole cost and expense. If Lessor or Lessee is required to remove any hazardous materials under this Section, it shall cause such hazardous materials or waste to be removed from the Leased Premises to be removed and transported solely by duly licensed haulers to duly licensed facilities for disposal.

Hazardous Materials. TenantSublessee’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant Sublessee during the Term or if Tenant Sublessee has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of TenantSublessee’s acts or omissions during the Term, Tenant Sublessee shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon LandlordSublessor’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord Sublessor and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant Sublessee shall immediately promptly advise Landlord Sublessor in writing of: of (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Sublessee or any portion of the Premises; (c) any remedial action taken by Tenant Sublessee in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) TenantSublessee’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from TenantSublessee, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord Sublessor shall have the right, and except for any items noted on Exhibit “D” at TenantSublessee’s sole cost and expense (including, without limitation, LandlordSublessor’s reasonable attorneys’ fees and costs) and with counsel chosen by LandlordSublessor, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord Sublessor represents and warrants to Tenant that: (i) Sublessee that to LandlordSublessor’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions commencement of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseTerm.

Hazardous Materials. Tenant’s 's use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s 's acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s 's approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: of (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s 's discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s 's sole cost and expense (including, without limitation, Landlord’s 's reasonable attorneys’ ' fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) that to Landlord’s 's knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions commencement of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseTerm.

Hazardous Materials. Tenant(a) Tenant (i) will not conduct any activity on the Landlord’s Property that will use of the Premises shall comply with all or produce any Hazardous Materials LawsMaterials, except for such activities that are part of the ordinary course of Tenant’s business activities and conducted in accordance with all Environmental Laws; (ii) will not use the Landlord’s Property in any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation manner for the storage of any Hazardous Materials Laws by Tenant during except for storage of such materials that are used in the Term or if Tenant has received notice ordinary course of Tenant’s business and properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials Claim against to be brought onto the Landlord’s Property, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any portion Hazardous Materials are brought or found on the Landlord’s Property in violation of Environmental Laws and/or in violation of the Premises above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term, the Landlord’s Property is found to be so contaminated or subject to such conditions then the Tenant shall defend, indemnify and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Landlord’s Property by Tenant or Tenant Invitees under Tenant’s acts or omissions during the Termdirection, Tenant shall promptly obtain all permits and approvals necessary to remedy any whether such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have use occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything sale by the Tenant to the contrary contained hereinLandlord of the Landlord’s Property or during the Term of this Lease. Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in no event or on the Premises prior to Tenant’s occupancy thereof, Tenant shall Tenant be responsible for conditions of remove all Hazardous Materials from the Premises in existence prior a manner acceptable to Landlord before the Commencement Dateearlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may enter the Premises and conduct environmental inspections and tests therein as it may require from time to time, andprovided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business. Such inspections and tests shall be conducted at Landlord’s expense, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through unless they reveal the removal presence of Hazardous Materials at in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the cost thereof within ten days after Landlord’s sole cost and expenserequest therefor.

Hazardous Materials. Tenant’s use ENVIRONMENTAL MATTERS 39.01. As used herein, "Hazardous Materials Laws" means all federal, state and local laws, statutes, ordinances and regulations, rules, rulings, policies, orders and administrative actions and orders relating to industrial hygiene, environmental protection or the use, analysis, generation, manufacture, storage, disposal or transportation of the Premises shall any oil, flammable explosives, asbestos, urea, formaldehyde, radioactive materials or waste, infectious waste, or other hazardous, toxic, contaminated or polluting materials, substances or wastes, including, without limitation, any "hazardous substances," "hazardous wastes," "hazardous materials" or "toxic substances" under any such laws, ordinances or regulations (collectively, Hazardous Materials"). Tenant shall, at its own expense, at all times and in all respects: (i) comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Laws regarding Hazardous Materials Laws introduced in or about the Building by or at the direction of Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion in connection with Tenant's use of the Premises as a result ("Tenant's Hazardous Materials"); and (ii) procure, maintain in effect and comply with all conditions of any and all permits, licenses and other governmental and regulatory approvals relating to Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of 's Hazardous Materials within, on, under or otherwise, and upon Landlord’s approval of about the remediation plan, remedy any such problem to the satisfaction of Landlord and Building in conformity with all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practicesprudent industry practices regarding management of such Hazardous Materials. During the Term, Landlord recognizes and agrees that Tenant may use Tenant's Hazardous Materials in normal quantities that are applicable to general office use and that such use by Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities not be deemed a violation of this Section, so long as the levels are not in violation of any Hazardous Materials Laws; . Upon termination or expiration of the term of this Lease, Tenant shall, at its own expense, cause all of Tenant's Hazardous Materials to be removed from the Demised Premises and the Building and transported for use, storage or disposal in accordance and in compliance with all applicable Hazardous Materials Laws. Tenant shall indemnify, protect, defend (bby counsel reasonably acceptable to Landlord), and hold Landlord and Landlord's employees, agents, principals, partners, shareholders, members, attorneys, accountants, professionals and other representatives, free and harmless from and against any and all claims, liabilities, penalties, forfeitures, losses and expenses (including attorneys' fees) or death of in injury to any person or damage to any property whatsoever, including, without limitation, the Building common area, arising from or caused in whole or in part, directly or indirectly, by the presence in or about the Building of any of Tenant's Hazardous Materials or by Tenant's failure to comply with any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Laws regarding Tenant's Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in connection with any removal, remediation, clean up, restoration and materials required hereunder to return the vicinity Demised Premises and any other property of any portion whatever nature to their condition existing prior to the appearance of the Premises that materially increase the risk that any portion of the Premises will be exposed to Tenant's Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the rightright from time to time, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s upon reasonable attorneys’ fees and costs) and with counsel chosen by Landlordprior written notice, to join enter in and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents upon the Demised Premises and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to inspect same for the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal presence of Hazardous Materials at Landlord’s sole cost and expensefor Tenant's compliance with all Hazardous Materials Laws.

Hazardous Materials. Tenant’s use of the Premises shall comply in all material respects with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in material violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received written notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the TermPremises, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual violation or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem claim to the reasonable satisfaction of Landlord and in accordance in all material respects with all applicable governmental authorities, in accordance with all as required by Hazardous Materials Laws Laws. Tenant and good business practices. During the Term, Tenant Landlord shall immediately promptly advise Landlord one another in writing of: upon receiving written notice of (a) any Environmental Activities in material violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or Landlord in connection with the Premises (or any portion of the Premises); (c) any remedial action taken by Tenant or Landlord in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in material violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises of which Tenant or Landlord, as applicable, has actual knowledge and that materially increase increases the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all material communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Notwithstanding any other provision of this Master Lease, if any Hazardous Materials are discovered on or under any portion of a Facility in violation of any Hazardous Materials Law, the Term shall be automatically extended with respect to such Facility only and this Master Lease shall remain in full force and effect with respect to such Facility only until the earlier to occur of (i) the completion of all remedial action or monitoring, as reasonably approved by Landlord, in accordance with all Hazardous Materials Laws, or (ii) the date specified in a written notice from Landlord to Tenant terminating this Master Lease (which date may be subsequent to the date upon which the Term was to have expired). Notwithstanding the foregoing, unless the Initial Term of this Master Lease is renewed pursuant to Section 1, above, in no event shall the provisions of this Section 8.5 extend the Term for a Facility beyond September 29, 2038 as to such Facility; provided, however, that Tenant’s obligations to complete all remedial action or monitoring pursuant to this Section 8.5 shall survive any such termination of the Term. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. TenantMERA understands that Lessor has undertaken no investigation of the Lease Space with respect to whether or not the Lease Space has been used for the generation, storage, treatment or disposal of hazardous materials (as defined in “14 A through 14 E” below) and, with this qualification, Lessor represents that it has no present knowledge that the Lease Space has been so used in connection with hazardous materials. MERA shall not use, store, or bring onto the Property or Lease Space any hazardous materials except in accordance with all federal, state and local laws and regulations. In the event of leakage or spillage from any of MERA’s equipment or any vehicle under the control or custody of MERA or any contractor or agent for MERA, MERA shall at its own expense promptly clean the Lessor’s Property and Lease Space to the reasonable satisfaction of Lessor, the Environmental Protection Agency and any public body having jurisdiction in the matter. Any expense of required compliance with federal, state, or local environmental regulations incurred by Lessor or MERA as a direct consequence of MERA’s use of the Premises Property or the Lease Space shall comply with all Hazardous Materials Lawsbe borne by MERA, except for including any items set forth on Exhibit “D”fines and judgments levied against Lessor. If MERA agrees that in the event that MERA uses, stores, or brings onto the Property or Lease Space any Environmental Activities occur hazardous materials and such act(s) result(s) in damage or are suspected injury to have occurred in violation the Property or Lease Space, or to Lessor, Lessor’s employees, agents, or contractors, MERA shall, at its own expense, indemnify and hold Lessor or any of any Hazardous Materials Laws by Tenant during the Term Lessor’s employees, agents, or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises contractors harmless as a result of Tenant’s acts the damage or omissions during the Terminjury, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitationlimitation to, Landlordpromptly cleaning Lessor’s Property to the reasonable attorneys’ fees satisfaction of Lessor, the Environmental Protection Agency and costsany public body having jurisdiction in the matter. Any expense of required compliance with federal, state or local environmental regulations incurred as the result of the above-mentioned acts by the MERA shall be borne by the MERA, including any fines and judgments levied against either party. Lessor agrees that in the event that Lessor uses, stores, or brings onto the Property or Lease Space, any hazardous materials and such act(s) result(s) in damage or injury to MERA, or any of MERA’s employees, agents, or contractors, Lessor, shall at its own expense, indemnify, defend, and with counsel chosen by Landlordhold MERA, to join and participate inor any of MERA’s employees, agents, or contractors harmless as a party if it so electsresult of the damage or injury, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlordincluding, without limitation to, promptly cleaning MERA’s knowledge, there are not pending claims or causes of action arising out or relating Lease Space to the Facility reasonable satisfaction of MERA, the Environmental Protection Agency and any public body having jurisdiction in the matter. Any expense of required compliance with federal, state or local environmental regulations incurred as the Premises as result of the Commencement Date; above-mentioned acts by Lessor shall be borne by Lessor, including any fines and (ii) to Landlord’s knowledgejudgments levied against either party. As used in this section, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event hazardous materials shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.mean:

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items Except as set forth on Exhibit “D”. If in the Reports (as defined in the Deed of Trust) and otherwise disclosed to Agent, neither Borrower nor Guarantor has any Environmental Activities occur or are suspected to have occurred in violation knowledge of any Hazardous Materials Laws by Tenant during that have been generated, released, stored or deposited over, beneath or on the Term Land or if Tenant has received notice of in any structure located on the Land. No Hazardous Materials Claim against any portion will be used in the construction of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the PremisesProject, nor, to the best of Borrower's knowledge after due inquiry, has any part of the Land been used for or as a land fill, the result of which could impose any liability against Borrower, Agent, Lenders or the Project under any applicable law or regulation, including, without limitation the laws and regulations mentioned in the definition of "Hazardous Materials" set forth above. Borrower covenants that it shall indemnify, hold harmless and defend Agent and Lenders from any and all claims, losses, damages, response costs and expenses (collectively, "Claims") arising out of or in any way relating to the past, present or future presence, removal or disposal of any Hazardous Materials over, beneath, in or on the Project regardless of whether such presence, removal or disposal constitutes a breach of the representations, warranties, covenants and agreements set forth in this Section, including, but not limited to: (a) claims of third parties (including governmental agencies) for damages, penalties, response costs, injunctive or other relief; (b) costs of removal and restoration, including fees of attorneys and experts and costs of reporting the existence of any Hazardous Materials to any governmental agency; and (c) any remedial action taken by Tenant in response to and all expenses or obligations incurred at, before and after any Hazardous Materials Claims trial or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premisesappeal therefrom, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees ' fees, witness fees, deposition costs, photocopying charges and costs) and with counsel chosen other expenses, all of which shall be paid by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials ClaimsBorrower when incurred. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as The provisions of the Commencement Date; foregoing representations, warranties and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to covenants shall not limit the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions provisions of the Premises in existence prior to Indemnity Agreement and the Commencement Daterights, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost remedies and expenseprotections herein and therein shall be cumulative.

Hazardous Materials. Tenant’s use of the Premises 22.1. Tenant shall comply with all not cause or permit any Hazardous Materials Laws(as defined below) to be brought upon, except for any items set forth on Exhibit “D”. If any Environmental Activities occur kept or are suspected to have occurred used in or about the Premises, the Building or the Project in violation of any Applicable Laws by Tenant, its agents, employees, contractors or invitees. If Tenant breaches such obligation, or if the presence of Hazardous Materials Laws as a result of such a breach results in contamination of the Premises, the Building, the Project or any adjacent property, or if contamination of (a) the Building, the Project or any adjacent property by Tenant Hazardous Materials otherwise occurs during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises extension or renewal hereof or holding over hereunder as a result of Tenant’s acts or omissions during (i) the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal use of Hazardous Materials by or otherwise(ii)(A) the negligence or willful misconduct of, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (aB) any Environmental Activities in violation of any Hazardous Materials Laws; Applicable Laws by or (C) breach of this Lease by Tenant or its agents, employees, contractors or invitees, or (b) any the Premises (other than as result of (i) the negligence or willful misconduct of Landlord or its agents, employees or contractors, (ii) Hazardous Materials Claims against that were present in the Premises prior to the respective Term Commencement Date or (iii) migration of contamination not caused by Tenant or any portion its agents, employees, contractors or invitees from outside of the Premises; (c) then Tenant shall indemnify, save, defend and hold Landlord, its agents and contractors harmless from and against any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials onand all claims, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; judgments, damages, penalties, fines, costs, liabilities and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense losses (including, without limitation, Landlord’s reasonable diminution in value of the Premises, the Building, the Project or any portion thereof; damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises or Project; damages arising from any adverse impact on marketing of space in the Premises, the Building or the Project; and sums paid in settlement of claims, attorneys’ fees, consultants’ fees and costsexperts’ fees) and with counsel chosen by Landlord, to join and participate in, the extent they arise during or after the Term as a party if it so electsresult of such breach or contamination. This indemnification of Landlord by Tenant includes, any legal proceedings or actions initiated without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal or restoration work required by any Governmental Authority because of Hazardous Materials Claimspresent in the air, soil or groundwater above, on or under the Premises. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgeWithout limiting the foregoing, there are not pending claims or causes of action arising out or relating to if the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation presence of any Hazardous Materials Laws have occurred in, on, under or about the Premises, the Building, the Project or any adjacent property caused (or permitted in the case of the Premises, other than as described in Subsections 22.1(b)(i)-(iii)) by Tenant or its agents, employees, contractors or invitees results in any contamination of the Premises, the Building, the Project or any adjacent property, then Tenant shall promptly take all actions at its sole cost and expense as are necessary to return the Premises, the Building, the Project and any adjacent property to their respective condition existing prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions time of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at contamination; provided that Landlord’s sole cost written approval of such action shall first be obtained, which approval Landlord shall not unreasonably withhold; and expenseprovided, further, that it shall be reasonable for Landlord to withhold its consent if such actions could have a material adverse long-term or short-term effect on the Premises, the Building or the Project.

Hazardous Materials. Tenant’s use 13.1. Lessee shall not cause or permit any Hazardous Material (as hereinafter defined) to be brought upon, kept or used in or about the Demised Premises by the agents, principals, employees, assigns, sublessees, contractors, subcontractors, consultants or invitees of Lessee, except in full compliance with applicable Legal Requirements. If Lessee breaches the obligations stated in the preceding sentence, or if the introduction or release of a Hazardous Material on the Demised Premises caused or permitted by Lessee (or the aforesaid others) results in contamination of the Demised Premises shall comply with all Hazardous Materials Lawsor any surrounding area(s), except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion contamination of the Demised Premises or any surrounding area(s) by Hazardous Material otherwise occurs for which Lessee is legally, actually or factually liable or responsible (other than liability which arises solely as a result of Tenant’s acts the tenancy created hereby or omissions solely as a result of Lessor's mere occupancy of the Demised Premises), then Lessee shall fully and completely indemnify, defend and hold harmless Lessor (or any party claiming by, through or under Lessor) from any and all claims, judgments, damages, penalties, fines, costs, liabilities, expenses or losses, including, without limitation: (i) diminution in the value of the Demised Premises; (ii) any asserted damage to the Property or to neighboring properties or the occupants of the Property or neighboring properties, and (iii) any sums paid in settlement of claims, reasonable attorneys' fees, consultants fees and expert fees which arise or arose before, during or after the Termterm of this Lease as a consequence of such contamination. This indemnification includes, Tenant shall promptly obtain all permits and approvals necessary to remedy without limitation, costs incurred in connection with any such actual investigation or suspected problem through the site conditions or any clean-up, remedial, removal or restoration work required by any federal, state or local governmental agency or political subdivision because of Hazardous Materials present in the soil or otherwise, and upon Landlord’s approval of ground water on or under the remediation plan, remedy any such problem Demised Premises for which Lessee is responsible pursuant to the satisfaction terms of Landlord and all applicable governmental authoritiesthis Lease. Without limiting the foregoing, in accordance with all Hazardous Materials Laws and good business practices. During if the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation introduction or release of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Demised Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws surrounding area(s) caused or Hazardous Materials Claims with respect to permitted by Lessee (or the aforesaid others) results in any portion contamination of the Demised Premises, including copies thereof. Landlord Lessee shall have immediately take all actions at its sole expense as are necessary or appropriate to return the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating Demised Premises to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred condition existing prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions introduction by Lessee of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost thereto; provided that the prior written approval (which approval shall not be unreasonable withheld, conditioned or delayed) of such actions by Lessor shall be first obtained. The foregoing obligations and expenseresponsibilities shall survive the expiration or earlier termination of this Lease.

Hazardous Materials. Tenant’s use Landlord represents and warrants that, to the best of Landlord's knowledge as of the Premises shall comply with all date of this Lease (i) there does not exist any leak, spill, release, discharge, emissions or disposal of Hazardous Materials Lawson the Lot (including the Building to be located thereon), and (ii) the Premises do not (and will not as of the date of Substantial Completion) contain any Hazardous Materials, except as may be specified in Tenant's Plans or as may be contained in customary cleaning supplies or in such other supplies that are necessary for Landlord to perform its obligations hereunder. In the event that any items set forth such leak, spill, release, discharge, emission or disposal of Hazardous Materials shall occur on Exhibit “D”the Lot or (apart from DE MINIMIS amounts of such materials used for cleaning and maintenance purposes or in connection with the operation of loading docks) the Building as result of any negligent acts or gross misconduct of Landlord, Landlord shall take any and all actions necessary to bring the Premises, and/or the Building (excluding all portions thereof leased or leasable to tenants) into compliance with applicable law and other governmental requirements relating thereto. If any Environmental Activities occur or are suspected Landlord agrees to have occurred in violation notify Tenant immediately upon discovery of any Hazardous Materials Laws by on the Premises and to indemnify, defend and hold harmless Tenant during and its officers, employees and agents from and against any claims, judgments, damages, penalties, fines, costs, liabilities or loss which arise (a) before the commencement of the Term and (b) during or if after the Term from or in connection with the presence or suspected presence of Hazardous Materials on the Premises or in the Park caused directly by the negligent acts or gross misconduct of Landlord. In no event shall Landlord be obligated to indemnify Tenant has received notice of for any Hazardous Materials Claim against any portion of the Premises which arise, as a result of Tenant’s the negligent acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal gross misconduct of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority its officers, employees, agents, contractors or any other Person relating to Hazardous Materials Laws licensees. The covenants and indemnifications set forth in this Section 5.1.8 shall survive the expiration or Hazardous Materials Claims with respect to any portion earlier termination of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Datethis Lease; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. a. Tenant shall not cause or permit any Hazardous Material to be brought upon, kept or used on or about the Premises by Tenant, its agents, employees, contractors or invitees (including, but not limited to, members of the public) without the prior written consent of Landlord, which consent may be withheld in Landlord’s sole and unlimited discretion. Should Landlord consent to the presence of Hazardous Material on the Premises, Tenant must demonstrate to Landlord’s reasonable satisfaction that such Hazardous Material is necessary for Tenant’s use business and will be used, stored and disposed of the Premises shall comply in a manner that complies with all laws regulating such Hazardous Materials Laws, except for any items set forth on Exhibit “D”Material. If any Environmental Activities occur or are suspected Tenant breaches the obligations demonstrated to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all the preceding provision, or if the presence of Hazardous Materials Laws and good business practices. During Material on the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Premises caused or any portion of the Premises; (c) any remedial action taken permitted by Tenant results in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion contamination of the Premises, including or if contamination of the Premises by Hazardous Material otherwise occurs for which Tenant is responsible, then Tenant shall promptly forward to Landlord copies thereof. Landlord shall have of all orders, notices, communications and reports related to the rightrelease, discharge, spill, escape or emission which resulted in such contamination, and except for Tenant shall indemnify, defend and hold Landlord harmless from any items noted on Exhibit “D” at Tenant’s sole cost and expense all claims, judgments, damages, penalties, fines, costs, liabilities or losses (including, without limitation, Landlord’s reasonable diminution in value of the Premises, damages for the loss of or restriction on the use of rentable or usable space or any amenity of the Premises, damages arising from any adverse impact on marketing of space, sums paid in settlement of claims, attorneys’ fees, consultant fees and costsexpert fees) and with counsel chosen by Landlord, to join and participate in, which arise during or after the Lease term as a party if it so electsresult of such contamination. This indemnification of Landlord by Tenant includes, any legal proceedings or actions initiated without limitation, costs incurred in connection with any investigation of site conditions and any cleanup, remedial, removal or restoration work required by any federal, state or local governmental agency or political subdivision because of Hazardous Materials ClaimsMaterial present in the soil or ground water on or under the Premises. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgeWithout limiting the foregoing, there are not pending claims or causes of action arising out or relating to if the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation presence of any Hazardous Materials Laws have occurred Material on the Premises caused or permitted by Tenant results in any contamination of the Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the Commencement Date which have not been remedied in fullintroduction of such Hazardous Material. Notwithstanding anything to The foregoing indemnity shall survive the contrary contained herein, in no event shall Tenant be responsible for conditions expiration or termination of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensethis Lease.

Hazardous Materials. Tenant shall not (either with or without negligence) cause or permit the escape, disposal or release of any biologically or chemically active or other hazardous substances, or materials on or about the Premises or any other portion of the Project, nor shall Tenant allow the storage or use of such substances or materials on or about the Premises or any other portion of the Project, nor allow to be brought into the Premises or any other portion of the Project any such materials or substances. Without limitation, hazardous substances and materials shall include those described in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, the Resource Conservation and Recovery Act, the Superfund Amendments and Reauthorization Act of 1986, the Occupational Safety and Health Act, the Clean Water Act, any amendments to such Acts, and any federal, state or municipal laws, ordinances, regulations or common law which may now or hereafter impose liability on Landlord with respect to hazardous substances (“Hazardous Substances”). Hazardous Substances shall not include, and this Lease will not be construed to prohibit, Tenant’s use or storage of incidental quantities or supplies or products which are commonly used in offices or Tenant’s business, such as copier fluid and ordinary cleanings supplies, provided any such product is disposed of properly. Tenant will be solely responsible for and will defend, indemnify and hold Landlord, its agents and employees harmless from and against all claims, costs and liabilities, including attorneys’ fees, court costs, and other expenses of litigation (i) arising out of or in connection with any breach of this Section by Xxxxxx, or (ii) arising out of or in connection with the removal, clean-up and restoration work and materials necessary to return the Premises and the Project and any other property of whatever nature located therein to their condition existing prior to the introduction of Hazardous Substances in or about the Premises or Project by Tenant; provided, however, that foregoing indemnity shall comply with all not include, and Tenant shall have no liability whatsoever for, any Hazardous Materials LawsSubstances that were located on or about the Premises and/or Building on, except for or before, the Commencement Date, nor any items set forth Hazardous Substances placed on Exhibit “D”or about the Premises and/or Building by Landlord, its employees, agents or contractors, or by any other tenant. If any Environmental Activities occur lender or are suspected governmental agency shall ever require testing to have occurred in violation of ascertain whether or not there has been any Hazardous Materials Laws by Tenant during the Term Substances on or if Tenant has received notice of any Hazardous Materials Claim against any portion of about the Premises (or, as a result of Tenant’s acts actions, on or omissions during about other portions of the TermProject), then, if such testing determines that Tenant has breached this Section 28.18, the costs thereof shall promptly obtain all permits be reimbursed by Tenant to Landlord upon demand additional charges. In addition, Xxxxxx shall execute affidavits, representations and approvals necessary the like from time to remedy any such actual or suspected problem through time at Landlord’s request concerning Xxxxxx’s knowledge and belief regarding the removal presence of Hazardous Materials Substances or otherwise, materials on the Premises. The within covenants and upon Landlord’s approval indemnity shall survive the expiration or earlier termination of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Term .. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Effective Date; and (ii, Xxxxxxxx has received no written notice(s) to Landlord’s knowledge, no Environmental Activities in of any violation of any Hazardous Materials Laws have occurred prior Substances laws related to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseBuilding.

Hazardous Materials. Tenant acknowledges that Landlord has agreed to make the existing Phase I Environmental Assessment Report, if any, available to Tenant upon Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”prior written request. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of acknowledges that Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: may incur costs (a) any Environmental Activities in violation of any for complying with laws, codes, regulations or ordinances relating to Hazardous Materials Laws; Materials, or (b) any otherwise in connection with Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees the following: (i) Hazardous Materials present in soil or ground water, (ii) Hazardous Materials that migrate, flow, percolate, diffuse or in any way move onto or under the Building, (iii) Hazardous Materials present on or under the Building as a result of any discharge, dumping or spilling (whether accidental or otherwise) on the Building by other tenants of the Building or their agents, employees, contractors or invitees, or by others, and costs(iv) and material which becomes Hazardous Materials due to a change in laws, codes, regulations or ordinances which relate to hazardous or toxic material, substances or waste. Tenant agrees that the costs incurred by Landlord with counsel chosen by Landlordrespect to, or in connection with, the Building for complying with laws, codes, regulations or ordinances relating to join and participate inHazardous Materials shall be an Operating Expense, unless the cost of such compliance, as a party if it so electsbetween Landlord and Tenant, is made the responsibility of Tenant under this Lease. Notwithstanding the foregoing, Tenant shall not be responsible for any legal proceedings costs or actions initiated expenses incurred in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: loss or injury caused by (iA) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation presence of any Hazardous Materials Laws have occurred existing on the Building prior to the Commencement Effective Date which have not been remedied in fullof this Lease, or (B) the release of any Hazardous Materials on the Building by Landlord. Notwithstanding anything to To the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy extent any such actual or suspected problem through the removal of Operating Expense relating to Hazardous Materials at Landlord’s sole cost and expenseis subsequently recovered or reimbursed through insurance, or recovery from responsible third parties, or other action, Tenant shall be entitled to a proportionate share of such Operating Expense to which such recovery or reimbursement relates.

Hazardous Materials. Tenant’s use Tenant shall not use, introduce, bring onto the Premises, generate, treat, store or dispose of Hazardous Material on the Premises or Common Area of the Building or the Land except in accordance with all laws, ordinances, rules and regulations of all governmental authorities having jurisdiction over the Premises or Common Area. If Tenant breaches the obligations stated in the preceding sentence, or if the presence of Hazardous Material on the Premises or Common Area caused or permitted by Tenant results in contamination of the Premises or Common Area, then Tenant shall comply with indemnify, defend and hold Landlord harmless from any and all Hazardous Materials Lawsclaims, except for any items set forth on Exhibit “D”. If any Environmental Activities occur judgments, damages, penalties, fines, costs, liabilities, or are suspected to have occurred losses (including without limitation diminution in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion value of the Premises or Common Area, damages for the loss or restriction on the use of rentable or usable space or of any adverse impact on marketing of space on the Premises or Common Area, and sums paid in settlement of claims; attorneys’ fees, consultant fees and expert fees) which arise during or after the Lease Term as a result of Tenant’s acts such contamination. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or omissions during any clean-up, remedial removal or restoration work required by any federal, state or local governmental agency, political subdivision, lender or buyer because of Hazardous Material present in the Termsoil or groundwater on or under the Premises or Common Area, diminution Area, in value of the Premises, damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises or Common Area, damages arising from any adverse impact on marketing of space in the building, and sums paid in settlement of claims, attorneys’ fees, consultant fees, laboratory fees and expert fees. Without limiting the foregoing, if the presence of any Hazardous Material on the Premises or Common Area caused or permitted by Tenant results in any contamination of the Premises or Common Area, Tenant shall promptly obtain take all permits and approvals actions at its sole expense as are necessary to remedy return the Premises or Common Area to the condition existing prior to the contamination of the Premises or Common Area by any such actual or suspected problem through the removal of Hazardous Materials or otherwiseMaterial; provided, and upon however, Landlord’s approval of the remediation plansuch action shall first be obtained, remedy any such problem which approval shall not be unreasonably withheld. Tenant will deliver to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation copies of any Hazardous Materials Laws; (b) documents received from, or sent by Tenant to, the United States Environmental Protection Agency and/or any Hazardous Materials Claims against Tenant state, county or any portion of municipal environmental or health agency concerning the Tenant’s operations on the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant shall not cause or permit any Hazardous Material (defined below) to be generated, produced, brought upon, used, stored, treated or disposed of in or about the Premises without the specific prior written consent of Landlord and subject to the provisions of this Section. Landlord shall take into account such factors as Landlord considers relevant in determining whether to grant or withhold consent to Tenant’s proposed Hazardous Material. No installation or use of storage tanks is permitted on the Premises. Tenant shall immediately notify Landlord of any hazardous contamination of the Premises. Landlord may elect to test the Premises for the presence of Hazardous Materials at any time during the Term and after Tenant vacates the Premises. If any such testing indicates the presence of Hazardous Materials, and if Tenant brought Hazardous Materials of that type into the Premises, Tenant shall immediately reimburse Landlord for all costs incurred in the testing and the clean-up. As used in this Lease, the term “Hazardous Material” means any flammable items, explosives, radioactive materials, hazardous or toxic substances, material or waste, including any substances included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials” or “toxic substances” now or subsequently regulated under any applicable federal, state or local regulations, including petroleum-based products, asbestos, PCBs and similar compounds. Tenant shall be fully and completely liable to Landlord for any and all cleanup costs, and any and all other charges, penalties (civil and criminal) imposed by any governmental authority with respect to Tenant’s use, disposal, transportation, generation and/or sale of Hazardous Materials, in or about the Project and any Hazardous Materials brought into the Premises during the Term. Tenant shall indemnify, defend and save Landlord and Landlord’s mortgagees harmless from any and all costs and penalties arising in connection with Tenant’s use, disposal, transportation, generation and/or sale of Hazardous Materials. Landlord acknowledges Tenant will utilize hazardous materials in the premises (as identified on Exhibit F) and Tenant shall comply with all Hazardous Materials Lawsapplicable federal, except for any items set forth state or local regulations and shall provide Landlord with evidence of such and a copy of their hazardous waste disposal contract. Landlord acknowledges that the materials identified on Exhibit “D”Fare subject to change. If any Environmental Activities occur or Tenant agrees to notify Landlord and provide an updated list in the event there are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem significant changes to the satisfaction of Landlord materials used and all applicable governmental authorities, stored in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant’s Tenant shall not (a) introduce on or transfer to or store on the Premises, the Building or the Complex or use on the Premises, any Hazardous Materials (as hereinafter defined), except such Hazardous Materials in such amounts as are reasonably necessary for the conduct of the Premises shall comply Permitted Uses, and then only in compliance with all Hazardous Materials LawsEnvironmental and Health Laws (as hereinafter defined) and the terms and conditions of recommendations, except for policies or requirements of any items set forth on Exhibit “D”. If any Environmental Activities occur insurer of the Building of Complex ("Insurance Conditions"); (b) dump, flush or are suspected to have occurred in violation otherwise dispose of any Hazardous Materials into the drainage, sewage or waste disposal systems serving the Premises, the Building or the Complex, except in compliance with Environmental and Health Laws by Tenant during the Term and Insurance Conditions; (c) release, spill or if Tenant has received notice dispose of any Hazardous Materials Claim against in or on the Premises, the Building or the Complex, or (d) transfer any portion of Hazardous Materials from the Premises as a result to any other location (except the transfer of Tenant’s acts such Hazardous Materials expressly permitted to be used on the Premises from the Premises for disposal and then only in compliance with all Environmental and Health Laws and Insurance Conditions). Tenant agrees that if it or omissions during anyone claiming under it shall transfer to the TermPremises, store, use or dispose (except to the extent expressly permitted above), generate, release, threaten release or spill, any Hazardous Materials, it shall forthwith remove the same, at its sole cost and expense, in the manner provided by all applicable Environmental and Health Laws, regardless of when such Hazardous Materials shall be discovered. Furthermore, Tenant shall promptly obtain all permits and approvals necessary to remedy pay any such actual fines, penalties or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken other assessments imposed by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims agency with respect to any such Hazardous Materials and shall forthwith repair and restore any portion of the Premises, including copies the Building or the Complex which it shall disturb in so removing any such Hazardous Materials to the condition which existed prior to Tenant's disturbance thereof. Tenant agrees to deliver promptly to Landlord shall have the rightany notices, orders or similar documents received from any governmental agency or official concerning any violation of any Environmental and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and Health Laws or with counsel chosen by Landlord, respect to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claimsaffecting the Premises, the Building or the Complex. In addition, Tenant shall, within ten (10) days of receipt, accurately complete any questionnaires from Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or other informational requests relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions Tenant's use of the Premises in existence prior to the Commencement Date, and, if required by lawin particular, Landlord hereby agrees to remedy any such actual or suspected problem through the removal Tenant's use, generation, storage and/or disposal of Hazardous Materials at Landlord’s sole cost and expenseat, to, or from the Premises.

Hazardous Materials. Tenant’s use of the Premises shall comply Keep and maintain, and cause its Subsidiaries to keep and maintain, all real Property in which Borrower or a Subsidiary has any ownership or leasehold interest (“Real Property”) in compliance with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred ; provided that Borrower shall not be in violation of this covenant to the extent that such non-compliance creates no material risk to occupants of such Real Property, material damage to such Real Property or material threat to the environment for which, in the case of leased Real Property, Borrower or any Hazardous Materials Laws by Tenant during of its Subsidiaries is liable and to the Term extent that any fines, penalties or if Tenant has received notice other assessments in respect of any Hazardous Materials Claim against any portion of such non-compliance do not exceed $1,000,000 in the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits aggregate; and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwisenot, and upon Landlord’s approval not permit any of the remediation planits Subsidiaries to, remedy any such problem to the satisfaction use, generate, manufacture, store or dispose of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion Real Property, or transport to or from any Real Property, any flammable explosives, radioactive materials, hazardous wastes or toxic substances, including any substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” or “toxic substances” under any applicable Laws (collectively referred to herein as “Hazardous Materials”) except for the Hazardous Materials (a) listed on Schedule 6.12 (and, to the extent such listing includes “trade name” substances, substitutions for such trade name substances containing the same component hazardous material), or (b) used by Borrower, its Subsidiaries and other occupants of the Premises Real Property in violation connection with their respective business operations or for general maintenance of any such Real Property and in material compliance with Hazardous Materials Laws, in no greater than commercially reasonable quantities, in both cases for which disposal has been or will be arranged in accordance with applicable Laws; provided that Borrower shall indemnify, defend and hold harmless the Indemnitees from and against (d) Tenant’s discovery of any occurrence or condition on or in which indemnity shall survive the vicinity of any portion repayment of the Premises that materially increase Obligations) any loss, damage, cost, expense or liability directly or indirectly arising out of or attributable to the risk that any portion use, generation, storage, release, threatened release, discharge, transportation, disposal, or presence of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws (including asbestos) on, under or Hazardous Materials Claims with respect to about the any portion of the PremisesReal Property, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgethe costs of any required or necessary repair, there are not pending claims cleanup or causes detoxification of action arising out any Real Property, and the preparation and implementation of any closure, remedial or relating to the Facility or the Premises as of the Commencement Date; other required plans and (ii) to Landlord’s knowledgeall reasonable costs and expenses incurred by the Indemnitees in connection with clause (i), no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseincluding all reasonable Attorney Costs.

Hazardous Materials. Tenant shall not cause or permit (i) any Hazardous Materials to be brought into the Real Property, (ii) the storage or use of Hazardous Materials in or about the Premises and/or the Real Property, or (iii) the escape, disposal or release of any Hazardous Materials within or in the vicinity of the Real Property. Nothing herein shall be deemed to prevent Tenant’s use of any Hazardous Materials customarily used in the ordinary course of office work, provided such use is in accordance with all Requirements. Tenant shall be responsible, at its expense, for all matters directly or indirectly based on, or arising or resulting from the presence of Hazardous Materials in, on or under the Real Property which is caused or permitted by a Tenant Party. Tenant shall provide to Landlord copies of all communications received by Tenant with respect to any Requirements relating to Hazardous Materials, and/or any claims made in connection therewith. Landlord or its agents may perform environmental inspections of the Premises at any time and from time-to-time, at the cost and expense of Landlord; provided, however, that if any such inspection shall reveal that any Hazardous Materials have been released on or upon the Real Property or any portion thereof by a Tenant Party, then Tenant shall reimburse Landlord for the reasonable out-of-pocket, cost of any such inspections within thirty (30) days after delivery to Tenant of Landlord’s invoice therefor, accompanied by copies of third-party invoices evidencing the amount of such expense. If at any time during the Term hereof any Hazardous Materials is discovered in the Premises (or in the Building, which affects Tenant’s use of the Premises shall comply with all Premises), which Hazardous Materials Lawswere not brought upon the Premises and/or the Building by Tenant, any of its subtenant(s) or any of its or their agents, contractors, or employees, then Landlord shall remove and remediate such Hazardous Materials and Tenant shall be entitled to a Rent abatement hereunder for any period that (a) Tenant is prevented from prosecuting the construction of the Initial Improvements or (b) Tenant is unable to occupy the Premises (or portion thereof), in either such case, on account of such Hazardous Materials and such removal or remediation. Landlord represents to Tenant that, except for any items set forth on Exhibit as disclosed in that certain report entitled “D”. If any Principal Real Estate Investors Phase I Environmental Activities occur or are suspected Site Assessment, Xxxxxxx Park I and Xxxxxxx Xxxx XX, Cambridge, Massachusetts, dated December 2004, and prepared by Gannett Xxxxxxx” a copy of which has been delivered to have occurred in violation Tenant, Landlord has no actual knowledge of the release of any Hazardous Materials Laws by Tenant during on the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities Real Property in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant applicable Requirements. As used above in this Section 8.1(b), the term “actual knowledge” or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials onsimilar term, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenantshall mean, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion Landlord, the actual knowledge of Xx. Xxxxxx Xxxxxxx or Ms. Xxxxxx Xxxxxx, each employed, as of the PremisesEffective Date, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitationby Xxxxx Lang LaSalle, Landlord’s reasonable attorneys’ fees and costs) managing agent for and with counsel chosen by Landlordrespect to the Real Property, to join and participate in, as a party if it so elects, the knowledge of any legal proceedings other person or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) persons or entities shall not be attributed to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant’s Tenant shall not (a) introduce on or transfer to or store on the Premises, the Building or the Complex or use on the Premises, any Hazardous Materials (as hereinafter defined), except such Hazardous Materials in such amounts as are reasonably necessary for the conduct of the Premises shall comply Permitted Uses, and then only in compliance with all Hazardous Materials LawsEnvironmental and Health Laws (as hereinafter defined) and the terms and conditions of recommendations, except for policies or requirements of any items set forth on Exhibit “D”. If any Environmental Activities occur insurer of the Building or are suspected to have occurred in violation Complex ("Insurance Conditions"); (b) dump, flush or otherwise dispose of any Hazardous Materials Laws by Tenant during into the Term drainage, sewage or if Tenant has received notice waste disposal systems serving the Premises, the Building or the Complex; (c) generate, release, spill or dispose of any Hazardous Materials Claim against in or on the Premises, the Building or the Complex, or (d) transfer any portion of Hazardous Materials from the Premises as a result to any other location (except the transfer of Tenant’s acts such Hazardous Materials expressly permitted to be used on the Premises from the Premises for disposal and then only in compliance with all Environmental and Health Laws and Insurance Conditions); and shall not commit or omissions during suffer to be committed in or on the TermPremises, the Building or the Complex any act which would require any reporting or filing of any notice with any governmental agency pursuant to any Environmental and Health Laws except in connection with the Permitted Uses. Tenant agrees that if it or anyone claiming under it shall transfer to the Premises, store, use or dispose (except to the extent expressly permitted above), generate, release, threaten release or spill, any Hazardous Materials, it shall forthwith remove the same, at its sole cost and expense, in the manner provided by all applicable Environmental and Health Laws, regardless of when such Hazardous Materials shall be discovered. Furthermore, Tenant shall promptly obtain all permits and approvals necessary to remedy pay any such actual fines, penalties or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken other assessments imposed by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims agency with respect to any such Hazardous Materials and shall forthwith repair and restore any portion of the Premises, including copies the Building or the Complex which it shall disturb in so removing any such Hazardous Materials to the condition which existed prior to Tenant's disturbance thereof. Tenant agrees to deliver promptly to Landlord any notices, orders or similar documents received from any governmental agency or official concerning any violation of any Environmental and Health Laws or with respect to any Hazardous Materials affecting the Premises, the Building or the Complex. In addition, Tenant shall, within ten (10) days of receipt, accurately complete any questionnaires from Landlord or other informational requests relating to Tenant's use of the Premises and, in particular, to Tenant's use, generation, storage and/or disposal of Hazardous Materials at, to, or from the Premises. Tenant shall have the rightindemnify, defend (by counsel satisfactory to Landlord), protect, and except hold Landlord free and harmless from and against any and all claims, or threatened claims, including without limitation, claims for death of or injury to any items noted on Exhibit “D” at person or damage to any property, actions, administrative proceedings, whether formal or informal, judgments, damages, punitive damages, liabilities, penalties, fines, costs, taxes, assessments, forfeitures, losses, expenses, attorneys' fees and expenses, consultant fees, and expert fees that arise from or are caused in whole or in party, directly or indirectly, by (i) Tenant’s sole cost 's use, analysis, storage, transportation, disposal, release, threatened release, discharge or generation of Hazardous Materials to, in, on, under, about or from the Premises, or (ii) Tenant's failure to comply with any Environmental and expense Health Laws. Tenant's obligations hereunder shall include, without limitation, and whether foreseeable or unforeseeable, all costs (including, without limitation, Landlord’s reasonable attorneys’ fees capital, operating and maintenance costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated incurred in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgeinvestigation or monitoring of site conditions, there are not pending claims repair, cleanup, containment, remedial, removal or causes of action arising out restoration work, or relating to the Facility detoxification or the Premises as decontamination of the Commencement Date; Premises, and (ii) to Landlord’s knowledge, no Environmental Activities in violation the preparation and implementation of any Hazardous Materials Laws have occurred prior closure, remedial action or other required plans in connection therewith. For purposes of this Subsection 6.2.8, any acts or omissions of Tenant, or its subtenants or assignees or its or their employees, agents, or contractors (whether or not they are negligent, intentional, willful or unlawful) shall be attributable to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseTenant.

Hazardous Materials. Section 14.1 Tenant will not cause any Hazardous Material to be brought upon, kept or used on the Demised Premises in a manner or for a purpose prohibited by or that could result in liability under any Hazardous Materials Law. Tenant, at its sole cost and expense, will comply with all Hazardous Materials Laws and prudent industry practice relating to the presence, treatment, storage, transportation, disposal, release or management of Hazardous Materials in, on, under or about the Demised Premises required for Tenant’s use of the Premises shall comply and will notify Landlord of any and all Hazardous Materials Tenant brings upon, keeps or uses on the Demised Premises (other than small quantities of cleaning or other supplies). On or before the expiration or earlier termination of this Lease, Tenant, at its sole cost and expense, will completely remove from the Demised Premises (regardless whether any Hazardous Materials Law requires removal), in compliance with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the TermTenant causes to be present in, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about the Demised Premises. Tenant will not take any portion of remedial action in response to the Premises in violation presence of any Hazardous Materials Laws; (d) Tenant’s discovery of in, on, under or about the Demised Premises, nor enter into any occurrence settlement agreement, consent decree or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims compromise with respect to any portion of Claims relating to or in any way connected with Hazardous Materials in, on, under or about the Demised Premises, including copies thereof. without first notifying Landlord shall have the right, and except for any items noted on Exhibit “D” at of Tenant’s sole cost intention to do so and expense (includingaffording Landlord reasonable opportunity to investigate, without limitationappear, intervene and otherwise assert and protect Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated interest in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseDemised Premises.

Hazardous Materials. Tenant’s use Tenant shall not use, generate, store, or dispose of, or permit the use, generation, storage or disposal of the Premises shall comply with all Hazardous Materials Laws, on or about the Rangers Complex except in a manner and quantity necessary for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result ordinary performance of Tenant’s acts business, and then in compliance with all Applicable Laws regarding Hazardous Materials. Tenant (i) shall furnish or omissions during cause to be furnished to Landlord copies of any soils and other geotechnical reports that Tenant may obtain relating to the TermLand, promptly after receipt thereof, and (ii) shall use good faith efforts to have the entities that rendered such reports include the City as an additional addressee and/or cause such reports to contain a statement that expressly permits the City to be able to rely on each such report. If Tenant breaches its obligations under this Section 5.9, Landlord may, following reasonable advance notice in writing to Tenant (except in the event of an emergency) and the continuation of such breach following such notice period, take any and all action reasonably appropriate to remedy the same, including taking all appropriate action to clean up or remediate any contamination resulting from Tenant’s use, generation, storage or disposal of Hazardous Materials. In addition to any other indemnity of Landlord elsewhere in the Lease or any other Project Document, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwisedefend, indemnify, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of hold harmless Landlord and its representatives and agents from and against any and all applicable governmental authoritiesclaims, in accordance with all Hazardous Materials Laws demands, liabilities, causes of action, suits, judgments, damages and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: expenses (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costscost of clean-up and remediation) and with counsel chosen by Landlordarising from Tenant’s use, to join and participate ingeneration, as a party if it so elects, any legal proceedings storage or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal disposal of Hazardous Materials on or about the Rangers Complex at any time during the Term. Upon expiration or early termination of this Lease, Landlord may require Tenant, at Landlord’s sole cost option and expensediscretion, to remediate and restore any physical conditions which were present on some or all of Land during or prior to the Term (and in any event before the Effective Date).

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately promptly advise Landlord in writing of: of (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) that to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions commencement of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseTerm.

Hazardous Materials. (a) Tenant shall not cause or permit any Hazardous Materials to be brought upon, kept or used in or about the Premises, the Building or the Property in violation of applicable Laws by Tenant or any of its employees, agents, contractors or invitees (collectively with Tenant’s use , each a “Tenant Party”). If (i) Tenant breaches such obligation, (ii) the presence of Hazardous Materials as a result of such a breach results in contamination of the Property, any portion thereof, or any adjacent property, (iii) contamination of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant otherwise occurs during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises extension or renewal hereof or holding over hereunder as a result of Tenant’s acts the actions of a Tenant Party, or omissions during (iv) contamination of the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal Property occurs as a result of Hazardous Materials that are placed on or otherwiseunder or are released into the Property by a Tenant Party, then Tenant shall indemnify, save, defend (at Landlord’s option and with counsel reasonably acceptable to Landlord) and hold the Landlord Indemnitees harmless from and against any and all demands, claims, liabilities, losses, costs, expenses, actions, causes of action, damages, suits or judgments, and upon Landlord’s approval all reasonable expenses (including reasonable attorneys’ fees, charges and disbursements, regardless of whether the applicable demand, claim, action, cause of action or suit is voluntarily withdrawn or dismissed) (“Claims”) of any kind or nature, including (w) diminution in value of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Property or any portion thereof, (x) damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises; Property, (cy) damages arising from any remedial action taken adverse impact on marketing of space in the Property or any portion thereof and (z) sums paid in settlement of Claims that arise during or after the Term as a result of such breach or contamination. This indemnification by Tenant includes costs incurred in response to connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work required by any governmental authority because of Hazardous Materials Claims present in the air, soil or any Hazardous Materials groundwater above, on, under or about any portion the Property as a result of the Premises in violation actions of a Tenant Party. Without limiting the foregoing, if the presence of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence in, on, under or condition on or in about the vicinity of Property, any portion thereof or any adjacent property caused by any Tenant Party results in any contamination of the Premises that materially increase the risk that Property, any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority thereof or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premisesadjacent property, including copies thereof. Landlord then Tenant shall have the right, and except for any items noted on Exhibit “D” promptly take all actions at Tenant’s its sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, as are necessary to join and participate in, as a party if it so electsreturn the Property, any legal proceedings portion thereof or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants adjacent property to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred its respective condition existing prior to the Commencement Date which have not been remedied in full. Notwithstanding anything time of such contamination, as and to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if extent required by law, Landlord hereby agrees to remedy any an independent third party state-certified professional with appropriate expertise in such actual or suspected problem through the removal of Hazardous Materials at cleanup and who is reasonably acceptable to Landlord; provided that Landlord’s sole cost written approval of such action shall first be obtained, which approval Landlord shall not unreasonably withhold; and expenseprovided, further, that it shall be reasonable for Landlord to withhold its consent if such actions could have a material adverse long-term or short-term effect on the Property, any portion thereof or any adjacent property. Tenant’s obligations under this Section 5.4 shall not be affected, reduced or limited by any limitation on the amount or type of damages, compensation or benefits payable by or for Tenant under workers’ compensation acts, disability benefit acts, employee benefit acts or similar legislation.

Hazardous Materials. Tenant’s Tenant agrees not to generate, store or use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws (as hereinafter defined) on or about the Premises, except such Hazardous Materials in such amounts (i) customarily used by Tenant during in connection with its Permitted Uses, (ii) customarily used in connection with providing janitorial services to the Premises, and (iii) in both cases, limited to Tenant’s proportionate share of Hazardous Materials (“Tenant’s Proportionate Share of Hazardous Materials”) as defined in Section 8.3 (d) below, and in compliance with the Massachusetts State Building Code (780 C.M.R.) and any applicable Legal Requirements. Tenant agrees to provide Landlord with access to copies of all Material Safety Data Sheets (“MSDS”) for Hazardous Materials used at the commencement of the Lease Term and to provide access to copies of MSDS upon the introduction of any new Hazardous Materials. Tenant also agrees not to release or if permit any Tenant has received notice of Responsible Parties (as hereinafter defined) to release any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of or that requires reporting under any Environmental Law, and not to dispose of Hazardous Materials Laws; (da) Tenant’s discovery of any occurrence or condition on or in the vicinity of Premises or (b) from the Property to any portion other location except a properly approved disposal facility and then only in compliance with any and all Environmental Laws regulating such activity, nor permit any occupant of the Premises that materially increase to do so. In accordance with Section 9 below, Tenant shall indemnify, defend, and hold harmless Landlord, and the risk that holder of any portion of mortgage on the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws larger parcel of land of which the Premises may be a part, from and against any claim, cost, expense, liability, loss, obligation or Hazardous Materials Claims with respect to any portion of the Premisesdamage, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlordattorney’s reasonable attorneys’ fees and costs) the cost of litigation, arising from or relating to the breach by Tenant or anyone claiming by, through or under Tenant of the provisions of this Section 8.3 (a), and with counsel chosen by Landlord, shall immediately discharge or cause to join and participate in, as be discharged any lien imposed upon the Premises or any larger parcel of land of which the Premises may be a party if it so elects, any legal proceedings or actions initiated part in connection with any such claim. For purposes of this Lease, “Hazardous Materials ClaimsMaterials” shall mean any substance regulated under any Environmental Law, including those substances defined in 42 U.S.C. Sec. Landlord represents 9601(14) or any related or applicable federal, state or local statute, law, regulation, or ordinance, pollutants of contaminants (as defined in 42 U.S.C. Sec. 9601(33), petroleum (including crude oil or any fraction thereof), any form of natural or synthetic gas, sludge (as defined in 42 U.S.C. Sec. 6903(26A), radioactive substances, hazardous waste (as defined in 42 U.S.C. Sec. 6903(27)) and warrants to Tenant that: (i) to Landlord’s knowledgeany other hazardous wastes, there are not pending claims hazardous substances, contaminants, pollutants or causes materials as defined, regulated or described in any of action arising out or the Environmental Laws. As used in this Lease, “Environmental Laws” means all federal, state and local laws relating to the Facility or the Premises as protection of the Commencement Date; environment or health and (ii) safety, and any rule or regulation promulgated thereunder and any order, standard, interim regulation, moratorium, policy or guideline of or pertaining to Landlord’s knowledgeany federal, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior state or local government, department or agency, including but not limited to the Commencement Date which have not been remedied in full. Notwithstanding anything to Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (“CERCLA”), the contrary contained hereinSuperfund Amendments and Reauthorization Act of 1986 (“XXXX”), in no event shall Tenant be responsible for conditions the Clean Water Act, the Clean Air Act, the Toxic Substances Control Act, the Occupational Safety and Health Act, the Federal Insecticide, Fungicide and Rodenticide Act, the Marine Protection, Research, and Sanctuaries Act, the National Environmental Policy Act, the Noise Control Act, the Safe Drinking Water Act, the Resource Conservation and Recovery Act (“RCRA”), as amended, the Hazardous Material Transportation Act, the Refuse Act, the Uranium Mill Tailings Radiation Control Act and the Atomic Energy Act and regulations of the Premises in existence prior to Nuclear Regulatory Agency, Massachusetts General Laws Chapters 21C and 21E and any other state and local counterparts or related statutes, laws, regulations, and order and treaties of the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseUnited States.

Hazardous Materials. TenantContamination. Borrower agrees to, (a) give notice to Lender immediately upon Borrower’s use acquiring knowledge of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation presence of any Hazardous Materials (other than those stored in compliance with applicable Laws and are in Borrower’s possession in the ordinary course of business) on any property owned or controlled by Tenant during the Term Borrower or if Tenant has received notice for which Borrower is responsible or of any Hazardous Materials Claim against contamination with a full description thereof for which remedial or corrective action is required; (b) promptly take action to comply with any portion Laws requiring the removal, treatment or disposal of Hazardous Materials or Hazardous Materials contamination and provide Lender with satisfactory evidence of such action, which action must be in all respects sufficient to avoid any penalty, assessment or notice of non-compliance with any required remedial or corrective action on the Premises part of any Governmental Authority; (c) provide Lender, within 30 days after a demand by Lender, with a bond, letter of credit or similar financial assurance evidencing to Lender’s reasonable satisfaction that the necessary funds are available to pay the cost of removing, treating and disposing of Hazardous Materials or Hazardous Materials contamination identified to Lender under the terms of this Section and discharging any Lien which may be established as a result thereof on any property owned or controlled by Borrower or for which Borrower is responsible; and (d) defend, indemnify and hold harmless Lender and its employees, trustees, successors and assigns from any and all claims which may now or in the future (whether before or after the termination of this Agreement) be asserted as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation presence of any Hazardous Materials Laws; (b) on any property owned or controlled by Borrower for which Borrower is responsible for any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensecontamination.

Hazardous Materials. Tenant’s use of Borrower represents and warrants that it has not deposited "Hazardous Materials" (as defined below) in, on or upon the Premises Site and Borrower covenants that it shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur not deposit or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during permit the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal deposit of Hazardous Materials in, on or otherwiseupon the Site or the Project. Borrower further covenants to remove or remediate, and upon Landlord’s approval of the remediation plan, remedy at its expense (subject to any such problem reimbursement it may be able to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (bobtain from third parties) any Hazardous Materials Claims against Tenant located in, on or any portion upon the Site or the Project as of the Premises; (c) date hereof or which are deposited in, on or upon the Site or the Project from and after the date hereof and during Borrower's ownership of the Site or the Project, including any remedial action taken by Tenant in response to asbestos, lead-based paint and any other Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or located in the vicinity Project, to the extent required by and in accordance with the requirements of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from TenantApplicable Governmental Restrictions, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees all applicable environmental laws. The foregoing shall not be construed or understood to prohibit Borrower from allowing Hazardous Materials to be brought upon the Project so long as they are materials which are customary to the normal course of business in the operation of a well-designed housing facility and costs) so long as such materials are used, stored and disposed of in accordance with counsel chosen all Applicable Governmental Restrictions. Except with respect to any claims solely caused by LandlordCommission, to join Borrower shall indemnify, defend and participate hold Commission and its members, directors, agents, officers and employees harmless from and against any Claims arising directly or indirectly out of the presence of Hazardous Materials in, on or upon the Site or the Project, existing as a party if it so electsof the date hereof or deposited (or claimed to have been deposited) in, on or upon the Site or the Project from and after the date hereof and during Borrower's ownership of the Site or the Project, including without limitation any legal proceedings or actions initiated in connection with Claims arising out of any deposits of Hazardous Materials Claims. Landlord represents and warrants to Tenant that: described in (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) hereinabove or out of Borrower's failure to Landlord’s knowledge, no Environmental Activities in violation of any remove or remediate all such Hazardous Materials Laws have occurred prior in, on or upon the Site and the Project, as required above. Except with respect to the Commencement Date which have not been remedied any claims solely caused by Commission, Borrower hereby releases and forever discharges Commission and its agents, officials and representatives from all present and future claims, demands, suits, legal and administrative proceedings and from all losses and liabilities arising out of or in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions any way connected with Borrower’s ownership of the Premises in Site, operation of the Project, or any condition of environmental contamination in, on, under, upon or around the Site, or the existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost in any state in, on, under, upon or around the Site, and expensein connection with such release and waiver Borrower is familiar with and hereby waives the provisions of Section 1542 of the California Civil Code which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.” For purposes of this Agreement, the term "Hazardous Materials" means, without limitation, gasoline, petroleum products, explosives, radioactive materials, hazardous materials, hazardous wastes, hazardous or toxic substances, polychlorinated biphenyls or related or similar materials, asbestos or any other substance or material as may now or hereafter be defined as a hazardous or toxic substance by any federal, state or local environmental law, ordinance, rule or regulation, including, without limitation, (i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended by the Superfund Amendments and Reauthorization Act (42 U.S.C. Section 9601 et seq.), (ii) the Federal Water Pollution Control Act (33 U.S.C. Section 1251 et seq.), (iii) the Clean Air Act (42 U.S.C. Section 7401 et seq.), (iv) the Resource Conservation and Recovery Act, as amended by the Hazardous and Solid Waste Amendments of 1984 (42 U.S.C. Section 6902 et seq.), (v) the Toxic Substances Control Act (15 U.S.C. Section 2601-2629),

Hazardous Materials. Tenant’s use Landlord represents and warrants that, to the best of Landlord's knowledge as of the Premises shall comply with all date of this Lease and as of the date of Substantial Completion (i) there does not exist (and will not exist as of the date of Substantial Completion) any leak, spill, release, discharge, emissions or disposal of Hazardous Materials Lawson the Lot (including the Building to be located thereon), and (ii) the Premises do not (and will not as of the date of Substantial Completion) contain any Hazardous Materials, except as may be contained in customary cleaning supplies or in such other supplies (e.g. paint) that are necessary for Landlord to perform its obligations hereunder. In the event that any items set forth such leak, spill, release, discharge, emission or disposal of Hazardous Materials shall occur on Exhibit “D”the Lot or (apart from DE MINIMIS amounts of such materials used for cleaning and maintenance purposes or in connection with the operation of loading docks) the Park not caused by Tenant or its officers, employees, agents, contractors or licensees, Landlord shall take any and all actions necessary to bring the Premises, the Park and/or the Building (excluding all portions thereof leased or leasable to tenants) into compliance with applicable law and other governmental requirements relating thereto. If any Environmental Activities occur or are suspected Landlord agrees to have occurred in violation notify Tenant immediately upon discovery of any Hazardous Materials Laws by on the Premises or in the Park and to indemnify, defend and hold harmless Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim and its officers, employees and agents from and against any portion of claims, judgments, damages, penalties, fines, costs, liabilities or loss (including without limitation reasonable attorneys' fees) which arise during or after the Premises as a result of Tenant’s acts date hereof from or omissions during in connection with the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual presence or suspected problem through the removal presence of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of on the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity Park caused directly by the negligent acts or willful misconduct of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything any language to the contrary contained hereinset forth in this Lease, in no event shall Landlord be obligated to indemnify Tenant be responsible for conditions any Hazardous Materials which arise, as a result of the Premises negligent acts or willful misconduct of Tenant, its officers, employees, agents, contractors or licensees. The covenants and indemnifications set forth in existence prior to this Section 5.1.8 shall survive the Commencement Date, expiration or earlier termination of this Lease; and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the TermPremises, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: of (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Notwithstanding any other provision of this Master Lease, if any Hazardous Materials are discovered on, under or about any portion of the Premises in violation of any Hazardous Materials Law, the Term shall be automatically extended and this Master Lease shall remain in full force and effect until the earlier to occur of the completion of all remedial action or monitoring, as approved by Landlord, in accordance with all Hazardous Materials Laws, or the date specified in a written notice from Landlord to Tenant terminating this Master Lease (which date may be subsequent to the date upon which the Term was to have expired). Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant’s use of Except where the Premises failure to do so would not result in a Property Material Adverse Effect, the Mortgagor shall (A) comply with any and all Hazardous Materials Lawspresent and future Environmental Laws applicable to the Mortgaged Property, except for any items set forth on Exhibit “D”. If any Environmental Activities occur (B) not release, store, treat, handle, generate, discharge or are suspected to have occurred in violation dispose of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Termat, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of from the Premises Mortgaged Property in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of a manner that could result in any portion of the Premises that materially increase the risk that material liability under any portion of the Premises will be exposed to Hazardous Materials; present and future Environmental Law and (eC) take all communications necessary steps to or from Tenantinitiate and expeditiously complete all remedial, corrective and other action to eliminate any governmental authority or such effect. In the event the Mortgagor fails to comply with the covenants in the preceding sentence, the Mortgagee may, in addition to any other Person remedies set forth herein, as agent for the Mortgagor and at the Mortgagor’s sole cost and expense, cause any remediation, removal or response action relating to Hazardous Materials required by applicable Environmental Laws to be taken and the Mortgagor shall provide to the Mortgagee and its agents and employees access to the Mortgaged Property for such purpose. Any reasonable costs or Hazardous Materials Claims with respect to any portion of expenses incurred by the Premises, including copies thereofMortgagee for such purpose shall be immediately due and payable by the Mortgagor and shall bear interest at the Default Rate. Landlord The Mortgagee shall have the rightright at any time when an Event of Default shall have occurred and be continuing and at such other times when a potential violation of any present or future Environmental Law exists which in the Mortgagee’s reasonable judgment could result in any material liability or obligation under such Environmental Law, and except for any items noted on Exhibit “D” at Tenant’s the sole cost and expense of the Mortgagor, to conduct an environmental audit of the Mortgaged Property by such persons or firms appointed by the Mortgagee, and the Mortgagor shall cooperate in all respects in the conduct of such environmental audit, including, without limitation, by providing access to the Mortgaged Property and to all records relating thereto. To the extent that any such environmental audit identifies conditions which in the Mortgagee’s reasonable judgment would result in any material liability or obligation under any present or future Environmental Law, the Mortgagor agrees to expeditiously correct any such violation or respond to conditions giving rise to such liability or obligations in a manner which complies in all material respects with the Environmental Laws and mitigates associated health and environmental risks. The Mortgagor shall indemnify and hold the Mortgagee and each of the other Secured Parties harmless from and against all loss, cost, damage or reasonable expense (including, without limitation, Landlord’s reasonable attorneys’ and consultants’ fees and costsdisbursements) and with counsel chosen that the Mortgagee or any other Secured Party may sustain by Landlordreason of the assertion against the Mortgagee or any Secured Party by any party of any claim relating to such Hazardous Materials on, to join and participate in, as a party if it so elects, any legal proceedings under or from the Mortgaged Property or actions initiated in connection taken with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgerespect thereto as authorized hereunder, there are not pending claims or causes of action arising out or relating except to the Facility extent arising from the gross negligence or the Premises as willful misconduct of the Commencement DateMortgagee or any other Secured Party. The foregoing indemnification shall survive repayment of all Secured Obligations and any release or assignment hereof; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the TermPremises, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: of (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase increases the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Notwithstanding any other provision of this Lease, if any Hazardous Materials are discovered on, under or about any portion of the Premises in violation of any Hazardous Materials Law, the Term shall be automatically extended and this Lease shall remain in full force and effect until the earlier to occur of the completion of all remedial action or monitoring, as approved by Landlord, in accordance with all Hazardous Materials Laws, or the date specified in a written notice from Landlord to Tenant terminating this Lease (which date may be subsequent to, but not earlier than, the date upon which the Term was to have expired). Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant’s use of (a) Tenant (i) will not conduct any activity on the Premises shall comply with all that will use or produce any Hazardous Materials LawsMaterials, except for such activities that are both (1) part of the ordinary course of Tenants business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation manner for the storage of any Hazardous Materials Laws by Tenant during except for storage of such materials that are both (1) used in the Term or if Tenant has received notice ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials Claim against to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any portion Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s acts or omissions during failure to comply with the Termforegoing provisions, Tenant shall promptly obtain defend and hold Landlord harmless from all permits claims, demands, actions, liabilities, costs, expenses, damages and approvals necessary to remedy obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees. Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such actual or suspected problem through the removal of Hazardous Materials or otherwisematerials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all request therefor. Except for Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord that existed in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; , Tenant shall remove all Hazardous Materials from the Premises in a manner acceptable to Landlord before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon reasonable notice to Tenant (ii) and in no case with less than 24 hours’ advance notice except for emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business. Such inspections and tests shall be conducted at Landlord’s knowledgeexpense, no Environmental Activities unless they reveal the presence of Hazardous Materials in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have above provisions of this Section or that Tenant has not been remedied in full. Notwithstanding anything to complied with the contrary contained hereinrequirements of this Section, in no event which case Tenant shall Tenant be responsible reimburse Landlord for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at cost thereof within ten (10) days after Landlord’s sole cost and expenserequest therefor.

Hazardous Materials. Tenant’s use of During the Premises Lease Term, Tenant shall comply with all Hazardous Materials Environmental Laws (as defined in Section 5.2.6(b) below) applicable to the operation or use of the Premises, will cause all other persons occupying or using the Premises to comply with all such Environmental Laws, except for any items set forth on Exhibit “D”and will immediately pay or cause to be paid all costs and expenses incurred by reason of such compliance. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual not generate, use, treat, store, handle, release or suspected problem through dispose of, or permit the removal generation, use, treatment, storage, handling, release or disposal of Hazardous Materials (as defined in Section 5.2.6(a) hereof) on the Premises or otherwise, and upon Landlord’s approval the Project or transport or permit the transportation of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws to or from the Premises or the Project except for limited quantities of household cleaning products and good business practices. During office supplies used or stored at the Term, Tenant shall immediately advise Landlord Premises and required in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion connection with the routine operation and maintenance of the Premises; (c) , and in compliance with all applicable Environmental Laws. At any remedial action taken by time and from time to time during the Lease Term, provided that there exists a reasonable basis for Landlord to believe that Tenant in response to any is using or storing Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of at the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence this Lease or condition on or otherwise in the vicinity context of a proposed sale or refinancing of the Building or the Real Property or any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials may perform, at Landlord’s sole cost and expense, upon at least five (5) business days’ notice to Tenant, an environmental site assessment report concerning the Premises, prepared by an environmental consulting firm chosen by Landlord, indicating the presence or absence of Hazardous Materials caused or permitted by Tenant and the potential cost of any compliance, removal or remedial action in connection with any such Hazardous Materials on the Premises. Tenant shall grant and hereby grants to Landlord and its agents access to the Premises and specifically grants Landlord an irrevocable non-exclusive license to undertake such an assessment. If such assessment report indicates the presence of Hazardous Materials caused or permitted by Tenant which is in violation of this Lease, then the cost of such assessment shall be due and payable by Tenant within thirty (30) days of receipt of an invoice therefor.

Hazardous Materials. As used in this Lease, "Hazardous Materials" shall include, but not be limited to, hazardous, toxic and radioactive materials and those substances defined as "hazardous substances," "hazardous materials," "hazardous wastes," "toxic substances," or other similar designations in any Regulation. Tenant’s use of the Premises shall comply with all 's Hazardous Materials LawsDeclaration is attached hereto as Exhibit D. Tenant shall not cause, except for or allow any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected of Tenant's parties to have occurred in violation of cause, any Hazardous Materials Laws by Tenant during the Term to be handled, used, generated, stored, released or if Tenant has received notice disposed of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Termin, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises Premises, the Building or the Project or surrounding land or environment in violation of any Regulations. Tenant must obtain Landlord's written consent prior to the introduction of any Hazardous Materials Lawsonto the Project. Notwithstanding the foregoing, Tenant may handle, store, use and dispose of products containing small quantities of Hazardous Materials for "general office purposes" (such as toner for copiers) to the extent customary and necessary for the Permitted Use of the Premises; (d) Tenant’s discovery provided that Tenant shall always handle, store, use and dispose of any occurrence such Hazardous Materials in a safe and lawful manner and never allow such Hazardous Materials to contaminate the Premises, Building, or condition on Project or surrounding land or environment. Tenant shall immediately notify Landlord in the vicinity writing of any Hazardous Materials, contamination of any portion of the Premises Project of which Tenant becomes aware, whether or not caused by Tenant. If, but only if, Landlord has a reasonable basis to believe that materially increase the risk that Tenant has introduced any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of onto the Premises, including copies thereof. then Landlord shall have the rightright at all reasonable times to inspect the Premises and to conduct tests and investigations to determine whether Tenant is in compliance with the foregoing provisions, the reasonable and except for actual cost of all such inspections, tests and investigations to be borne by Tenant. Tenant shall indemnify, defend (by counsel reasonably acceptable to Landlord), protect and hold Landlord harmless from and against any items noted on Exhibit “D” at and all claims, liabilities, losses, costs, loss of rents, liens, damages, injuries or expenses (including attorneys' and consultants' fees and court costs), demands, causes of action, or judgments directly or indirectly arising out of or related to the use, generation, storage, release, or disposal of Hazardous Materials by Tenant or any of Tenant’s sole cost and expense (including's parties in, on, under or about the Premises, the Building or the Project or surrounding land or environment, which indemnity shall include, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlorddamages for personal or bodily injury, to join and participate inproperty damage, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating damage to the Facility environment or natural resources occurring on or off the Premises as of Premises, losses attributable to diminution in value or adverse effects on marketability, the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation cost of any Hazardous Materials Laws have occurred investigation, monitoring, government oversight, repair, removal, remediation, restoration, abatement, and disposal, and the preparation of any closures or other required plans, whether such action is required or necessary prior to or following the Commencement Date which have not been remedied in fullexpiration or earlier termination of this Lease. Notwithstanding anything Neither the consent by Landlord to the contrary contained hereinuse, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Dategeneration, andstorage, if required by law, Landlord hereby agrees to remedy any such actual release or suspected problem through the removal disposal of Hazardous Materials at Landlord’s sole cost and expensenor the strict compliance by Tenant with all laws pertaining to Hazardous Materials shall excuse Tenant from Tenant's obligation of indemnification pursuant in this Paragraph 4.D. Tenant's obligations pursuant to the foregoing indemnity shall survive the expiration or earlier termination of this Lease. 5.

Hazardous Materials. Tenant’s Tenant shall not cause or permit any Hazardous Substance to be spilled, leaked, disposed of or otherwise released on or under the Premises. Tenant may use on the Premises only those Hazardous Substances typically used and only in such quantities as required for the prudent and safe operation of the Premises business permitted by the Permitted Use and in full compliance with law. Tenant shall comply with all Environmental Laws and exercise the highest degree of care in the use, handling and storage of Hazardous Materials LawsSubstances and shall take all practicable measures to minimize the quantity and toxicity of Hazardous Substances used, except for handled or stored on the Premises. As used herein, “Environmental Law” shall mean any items set forth on Exhibit federal, state or local statute, regulation or ordinance or any judicial or other governmental order pertaining to the protection of health, safety or the environment, and “D”. If Hazardous Substance” shall mean any hazardous, toxic, infectious or radioactive substance, waste and material as defined or listed by any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the TermLaw and shall include, Tenant shall promptly obtain all permits without limitation, petroleum oil and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practicesits fractions. During the Term, Tenant shall immediately advise notify Landlord in writing ofupon becoming aware of the following: (a) any Environmental Activities in violation spill, leak, disposal or other release of any a Hazardous Materials LawsSubstance on, under or adjacent to the Premises; (b) any Hazardous Materials Claims against Tenant notice or communication from a governmental agency or any portion of other person relating to any Hazardous Substance on, under or adjacent to the Premises; or (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Environmental Law with respect to the Premises or Tenant’s discovery of any occurrence or condition 's activities on or in connection with the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; Premises. Tenant shall indemnify, defend and (e) all communications to hold harmless Landlord, its contractors, agents, employees, principals, affiliates or from Tenantinvitees, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of persons holding a security interest in the Premises, and the respective successors and assigns of each of them (together, the “Landlord Parties”) from and against any and all claims, demands, liabilities, damages, fines, losses, costs (including copies thereof. Landlord shall have without limitation the rightcost of any investigation, remedial, removal or other response action required by Environmental Law) and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense expenses (including, including without limitation, Landlord’s reasonable limitation attorneys’ ' fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated expert fees in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (itrial, appeal, petition for review or administrative proceeding) to Landlord’s knowledge, there are not pending claims or causes of action arising out of or in any way relating to the Facility use, treatment, storage, generation, transport, release, leak, spill, disposal or other handling of Hazardous Substances on the Premises as during the Lease Term, except to the extent caused by Landlord Parties. Tenant's obligations under this Section shall survive the expiration or termination of the Commencement Date; this Lease for any reason. Landlord's rights under this Section are in addition to and (ii) to Landlord’s knowledge, no Environmental Activities not in violation lieu of any Hazardous Materials Laws have occurred prior other rights or remedies to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant Landlord may be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual entitled under this Lease or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseotherwise.

Hazardous Materials. As used in this Lease, the term “Hazardous Material” means any flammable items, explosives, radioactive materials, hazardous or toxic substances, material or waste or related materials, including any substances defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials” or “toxic substances” now or subsequently regulated under any applicable federal, state or local laws or regulations, including without limitation petroleum-based products, paints, solvents, lead, cyanide, DDT, printing inks, acids, pesticides, ammonia compounds and other chemical products, asbestos, PCBs and similar compounds, and including any different products and materials which are subsequently found to have adverse effects on the environment or the health and safety of persons. Tenant shall not cause or permit any Hazardous Material to be generated, released, produced, brought upon, used, stored, treated or disposed of in or about the Property by Tenant, its agents, employees, contractors, sublessees or invitees without the prior written consent of Landlord. Landlord shall be entitled to take into account such other factors or facts as Landlord may reasonably determine to be relevant in determining whether to grant or withhold consent to Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims proposed activity with respect to Hazardous Material. In no event, however, shall Landlord be required to consent to the installation or use of any portion of storage tanks on the Premises, including copies thereofProperty. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (Tenant has conducted its own investigation including, without limitation, Landlord’s reasonable attorneys’ fees its review of that certain Phase I Environmental Site Assessment prepared for Wxxxxxxxxxxx County Industrial Development Corporation by H.X. Xxxx Company dated August 3, 2000 and costs) that certain Report of Geotechnical Investigation prepared by Triad Engineering, Inc., dated January 6, 2004 of the Expansion Real Property and Tenant accepts the Expansion Real Property as is and shall be responsible at its sole expense, for remediating all Hazardous Material in accordance with counsel chosen applicable laws. This provision shall survive the expiration or earlier termination of the Lease. See Hazardous Materials Rider which is incorporated herein by Landlord, reference in this Section 5.03 and to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection the extent inconsistent with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to terms contained herein the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event Rider shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensecontrol.

Hazardous Materials. Tenant’s use Tenant shall not cause or permit any Hazardous Materials (as defined below) to be Handled in or about the Premises, the Building or the Property in violation of Applicable Laws by Tenant or its employees, agents, contractors or invitees. If Tenant breaches such obligation, or if the presence of Hazardous Materials as a result of such a breach results in contamination of the Property, any portion thereof, or any adjacent property, or if contamination of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant otherwise occurs during the Term or any extension or renewal hereof or holding over hereunder (other than if such contamination results from migration of Hazardous Materials from outside the Premises not caused by Tenant or its employees, agents, contractors or invitees or if such contamination in the Premises exists as of the Delivery Date), then Tenant shall indemnify, save, defend (at Landlord’s option and with counsel reasonably acceptable to Landlord) and hold the Landlord Indemnitees harmless from and against any and all Claims that arise during or after the Term as a result of such breach or contamination. This indemnification by Tenant includes costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work required by any Governmental Authority because of Hazardous Materials present in the air, soil or groundwater above, on or under or about the Property. Landlord hereby represents and warrants that (i) to Landlord's knowledge, there are no asbestos-containing materials or other Hazardous Materials presently located in, on, or about the Premises or the Property except as disclosed by the environmental reports and materials that have been delivered to Tenant; (ii) to Landlord's knowledge, the environmental reports and materials that have been delivered to Tenant are true, complete and correct copies of all of the environmental reports in Landlord's possession or control; (iii) Landlord has not received notice any notices with respect to the Premises or the Property alleging any violation of any Environmental Law or requiring any testing or remedial action concerning Hazardous Materials; and (iv) no testing or remedial action concerning Hazardous Materials Claim against is currently underway or planned with respect to the Premises or the Property. Landlord covenants to Tenant that all work performed by Landlord in, on, or under the Premises or the Property shall be performed in a manner that does not incorporate therein any Hazardous Materials, except for normal quantities of Hazardous Materials customarily incorporated in such work at Comparable Buildings in full compliance with Environmental Laws, and in a manner which does not result in injury or health risks to persons. Tenant agrees that, except as permitted by this Section 30, no Hazardous Materials shall be Handled upon, about, above or beneath the Premises or any portion of the Premises as a result of by Tenant’s acts , its subtenants or omissions during the Termits assignees, Tenant shall promptly obtain all permits and approvals necessary to remedy or their respective contractors, clients, officers, directors, employees, or invitees (any such actual or suspected problem through the removal of Hazardous Materials so handled being referred to as "Tenant's Hazardous Materials"). Tenant agrees that Tenant shall, at its sole cost and expense, promptly remove or otherwiseremediate, and upon Landlord’s approval of or cause to be removed or remediated, any Tenant's Hazardous Materials on the remediation plan, remedy any such problem Premises (except to the satisfaction of extent permitted below) promptly after discovery thereof. Landlord and all applicable governmental authoritiesagrees that, in accordance with all except as permitted by this Section 30(A), no Hazardous Materials Laws and good business practices. During shall be Handled upon, about, above or beneath the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Premises or any portion of the Premises; Premises by or on behalf of Landlord or its contractors, officers, directors, employees or invitees (cbut specifically excluding tenants or occupants of the Building) (any remedial action taken by Tenant in response to any such Hazardous Materials Claims or any so Handled shall be known as "Landlord's Hazardous Materials"). Notwithstanding the foregoing, normal quantities of Tenant's Hazardous Materials on, under or about any portion of the Premises in violation of any Landlord's Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or customarily used in the vicinity conduct of any portion general administrative and executive office activities (e.g., copier fluids and cleaning supplies), or the construction or maintenance of leasehold improvements or the Premises that materially increase Building, may be Handled, as the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenantcase may be, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims in compliance with respect to any portion of the Premises, including copies thereof. Landlord shall have the rightEnvironmental Laws, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, in a manner that does not result in injury or health risks to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.persons

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials LawsSublandlord hereby represents that to its knowledge, except for any items set forth on Exhibit “D”. If any Environmental Activities occur Sublandlord has not placed or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term stored materials, substances or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (waste including, without limitation, Landlord’s reasonable attorneys’ fees and costsasbestos, deemed hazardous, dangerous, toxic or a pollutant pursuant to Applicable Environmental Laws (defined below) and with counsel chosen by Landlord(collectively "Hazardous Waste"), to join and participate inon, as a party if it so elects, any legal proceedings in or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to about the Facility or the Sublease Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of applicable federal, state or local laws, rules and regulations ("Applicable Environmental Laws"). Sublandlord and Subtenant agree that neither shall cause or permit to be brought upon, released, stored, treated, disposed of, generated or used in, on or about the Building, the Sublease Premises or the Land, any Hazardous Materials Waste in violation of Applicable Environmental Laws have occurred prior except such deminimus quantities normally used in the operation of their respective businesses provided same is in compliance with all Applicable Environmental Laws. Subtenant shall promptly notify Sublandlord of any activity or operation to be conducted by Subtenant at the Commencement Date Sublease Premises which have not been remedied involves the use, release, handling, generation, treatment, storage or disposal of any Hazardous Waste. If at any time any Hazardous Waste is found in full. Notwithstanding anything to or on the contrary contained hereinBuilding, in no event shall Tenant be responsible for conditions the Sublease Premises or the Land which was caused by or is the result of the Premises in existence prior to the Commencement Dateactions of Sublandlord, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials Sublandlord at Landlord’s its sole cost and expense, shall remediate same to the extent required by and in accordance with all Applicable Environmental Laws. Sublandlord shall indemnify, defend and hold harmless Subtenant its officers, directors, agents and employees from and against all claims, obligations, demands, actions, proceedings, judgments, loss, damages, liability and all costs (including reasonable attorney fees) that Subtenant may sustain or incur as a result of or on account of the noncompliance of the Sublease Premises with Applicable Environmental Laws caused by Sublandlord's actions. If at any time any Hazardous Waste is found on the Sublease Premises, the Building or the Land, which was caused by or is the result of the actions of Subtenant, Subtenant, at its sole cost and expense, shall promptly remove same in accordance with all Applicable Environmental Laws and shall indemnify and hold harmless Sublandlord, its officers, directors, agents and employees from and against all claims, obligations, demands, actions, proceedings and judgments, loss, damages and liability and any and all costs (including reasonable attorneys fees) which may be imposed or which Sublandlord may incur as a result of or on account of the noncompliance of the Sublease Premises with Applicable Environmental Laws caused by the actions of Subtenant, its employees, agents or contractors or the use, treatment, generation, production, manufacture, storage, sale or release or disposal of Hazardous Waste on the Sublease Premises on or after the Subtenant's possession of the Premises or the breach of the covenants contained herein. Notwithstanding anything set forth herein to the contrary, Subtenant shall not be obligated to remove or remediate any Hazardous Waste found on the Sublease Premises, the Building, or the Land which existed prior to its possession of the Sublease Premises. It is Sublandlord's understanding that the Overlandlord removed one 10,000 gallon No. 2 heating oil underground storage tank the ("UST") from the Land on or about 1988. Sublandlord makes no representations with respect to such UST. Without limiting the immediately preceding sentence, Sublandlord makes no representations with respect to the UST removal procedure, any remediation which Overlandlord may have performed or the condition of the area surrounding the previous location of the UST. The provisions of this Paragraph 31 shall survive the expiration or earlier termination of this Sublease.

Hazardous Materials. Tenant’s use of the Premises shall comply in all material respects with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in material violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received written notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the TermPremises, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual violation or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem claim to the reasonable satisfaction of Landlord and in accordance in all material respects with all applicable governmental authorities, in accordance with all as required by Hazardous Materials Laws Laws. Tenant and good business practices. During the Term, Tenant Landlord shall immediately promptly advise Landlord one another in writing of: upon receiving written notice of (a) any Environmental Activities in material violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or Landlord in connection with the Premises (or any portion of the Premises); (c) any remedial action taken by Tenant or Landlord in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in material violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises of which Tenant or Landlord, as applicable, has actual knowledge and that materially increase increases the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all material communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Notwithstanding any other provision of this Master Lease, if any Hazardous Materials are discovered on or under any portion of a Facility in violation of any Hazardous Materials Law, the Term shall be automatically extended with respect to such Facility only and this Master Lease shall remain in full force and effect with respect to such Facility only until the earlier to occur of (i) the completion of all remedial action or monitoring, as reasonably approved by Landlord, in accordance with all Hazardous Materials Laws, or (ii) the date specified in a written notice from Landlord to Tenant terminating this Master Lease (which date may be subsequent to the date upon which the Term was to have expired). Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise(a) Conduct, and upon Landlord’s approval of the remediation plancause each Subsidiary to conduct, remedy any such problem to the satisfaction of Landlord its operations and all applicable governmental authorities, keep and maintain its property in accordance compliance with all Hazardous Materials Laws and good business practices. During (except to the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any extent that failure to comply with such Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Laws would not have a Material Adverse Effect). Conduct, and cause to be conducted, the ongoing operations of Borrower and its Subsidiaries in a manner that will not give rise to the imposition of liability, or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials onrequire expenditures, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials ClaimsLaw (except for any liabilities or expenditure which, in the aggregate, would not have a Material Adverse Effect. Landlord represents The Agents and warrants their respective agents and representatives shall have the right at any reasonable time to Tenant that: enter and visit the property (iwhether owned or leased) of Borrower or any of its Subsidiaries for the purpose of observing such property. The Agents are under no duty, however, to Landlord’s knowledgevisit or observe any such property, there and any such acts by the Agents shall be solely for the purposes of protecting Lenders’ security and preserving Lenders’ rights under the Collateral Documents. No site visit or observation by the Agents shall result in a waiver of any default of Borrower or any Subsidiary or impose any liability on the Agents or Lenders. In no event shall any site visit or observation by the Agents be a representation that Hazardous Materials are or are not pending claims present in, on, or causes of action arising out under such property, or relating that there has been or shall be compliance with any Hazardous Materials Laws. Neither Borrower nor any other party is entitled to rely on any site visit or observation by the Facility Agents. The Agents owe no duty to inform Borrower or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation any other party of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy or any other adverse condition affecting any such actual property. The Agents shall not be obligated to disclose to Borrower or suspected problem through any other party any report or findings made as a result of, or in connection with, any site visit or observation by any Agent. In each instance, the removal Agents shall give Borrower reasonable notice before entering any such property. The Agents shall make reasonable efforts to avoid interfering with the use of Hazardous Materials at Landlordany such property in exercising any rights provided in this Section 6.13. Borrower hereby acknowledges that nothing in this Section is either intended to or actually does give the Agents or the Lenders control of Borrower’s sole cost and expenseor its Subsidiaries’ Properties or business or any of its or their business decisions.

Hazardous Materials. 38.1 Tenant hereby represents, warrants and covenants that it shall not install, cause or permit any Hazardous Materials to be placed or stored in or about the Premises or the Licensed Space in violation of any applicable environmental or other Legal Requirements; provided, that nothing herein shall prevent Tenant’s use of the Premises shall comply with all such reasonable amounts of Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred customarily used in violation the ordinary course of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result operation of Tenant’s acts business in the Premises in accordance with this Lease if such use is for such ordinary course of such operation or omissions during in connection with Alterations provided that, in either case, such use is in accordance with all Legal Requirements applicable to the TermBuilding or the Premises or any part thereof, and Tenant’s observance of all provisions of this Lease. For the avoidance of doubt, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through notify the removal of Hazardous Materials or otherwise, and upon Landlord’s approval Director of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing ofFacilities if: (ai) any Environmental Activities in violation of Tenant intends to change how it currently stores any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Material such that additional modifications or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense special treatment (including, without limitation, Landlord’s reasonable attorneys’ fees and coststhe installation of sprinklers or secondary containment) and with counsel chosen will be required at that portion of the Premises or the Licensed Space at which the Hazardous Material is present, (ii) Tenant intends to change any laboratory or pilot line equipment such that an environmental permit review by Landlordthe Pennsylvania Department of Environmental Protection will be reasonably required, to join and participate in, as a party if it so elects, or (iii) there are any legal proceedings new instances of generating or actions initiated in connection with storing any Hazardous Material; provided, however, that the foregoing shall not apply to small amounts of Hazardous Materials Claims. Landlord represents customarily used by Tenant in a laboratory and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating in accordance with all Legal Requirements applicable to the Facility Building or the Premises as or any part thereof. Tenant shall indemnify and hold Landlord harmless from and against any claims, demands, losses, liabilities, penalties and damages arising out of, or in any way connected with the installation, placement, storage or release of Hazardous Materials used or installed by Tenant, Tenant’s employees, contractors or agents upon the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities Premises or the Licensed Space in violation of any the terms of this Lease. If Tenant, or its employees, contractors or agents install, use, store or place Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior or the Licensed Space, Tenant shall be obligated to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal remove and dispose of said Hazardous Materials at Landlord’s sole cost and expensein compliance with all Legal Requirements. This covenant shall survive the expiration or earlier termination of this Lease.

Hazardous Materials. Tenant acknowledges that Landlord has agreed to make the existing Phase I Environmental Assessment Report, if any, available to Tenant upon Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”'s prior written request. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of acknowledges that Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: may incur costs (a) any Environmental Activities in violation of any for complying with laws, codes, regulations or ordinances relating to Hazardous Materials Laws; Materials, or (b) any otherwise in connection with Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees the following: (i) Hazardous Materials present in soil or ground water, (ii) Hazardous Materials that migrate, flow, percolate, diffuse or in any way move onto or under the Project, (iii) Hazardous Materials present on or under the Project as a result of any discharge, dumping or spilling (whether accidental or otherwise) on the Project by other tenants of the Project or their agents, employees, contractors or invitees, or by others, and costs(iv) and material which becomes Hazardous Materials -29- CARMEL XXXXXXXXX XXXXX [XXX Xxxutions, Inc.] due to a change in laws, codes, regulations or ordinances which relate to hazardous or toxic material, substances or waste. Tenant agrees that the costs incurred by Landlord with counsel chosen by Landlordrespect to, or in connection with, the Project for complying with laws, codes, regulations or ordinances relating to join and participate inHazardous Materials shall be an Operating Expense, unless the cost of such compliance, as a party if it so electsbetween Landlord and Tenant, is made the responsibility of Tenant under this Lease. Notwithstanding the foregoing, Tenant shall not be responsible for any legal proceedings costs or actions initiated expenses incurred in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: loss or injury caused by (iA) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation presence of any Hazardous Materials Laws have occurred existing on the Project prior to the Commencement Effective Date which have not been remedied in fullof this Lease, or (B) the release of any Hazardous Materials on the Project by Landlord. Notwithstanding anything to To the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy extent any such actual or suspected problem through the removal of Operating Expense relating to Hazardous Materials at Landlord’s sole cost and expenseis subsequently recovered or reimbursed through insurance, or recovery from responsible third parties, or other action, Tenant shall be entitled to a proportionate share of such Operating Expense to which such recovery or reimbursement relates.

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord 11 hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. Tenant’s use of the Premises shall comply in all material respects with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in material violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received written notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the TermPremises, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual violation or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem claim to the reasonable satisfaction of Landlord and in accordance in all material respects with all applicable governmental authorities, in accordance with all as required by Hazardous Materials Laws Laws. Tenant and good business practices. During the Term, Tenant Landlord shall immediately promptly advise Landlord one another in writing of: upon receiving written notice of (a) any Environmental Activities in material violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or Landlord in connection with the Premises (or any portion of the Premises); (c) any remedial action taken by Tenant or Landlord in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in material violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises of which Tenant or Landlord, as applicable, has actual knowledge and that materially increase increases the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all material communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Notwithstanding any other provision of this Lease, if any Hazardous Materials are discovered on or under any portion of the Facility in violation of any Hazardous Materials Law, the Term shall be automatically extended with respect to the Facility only and this Lease shall remain in full force and effect with respect to the Facility only until the earlier to occur of (i) the completion of all remedial action or monitoring, as reasonably approved by Landlord, in accordance with all Hazardous Materials Laws, or (ii) the date specified in a written notice from Landlord to Tenant terminating this Lease (which date may be subsequent to the date upon which the Term was to have expired). Notwithstanding the foregoing, unless the Initial Term of this Lease is renewed pursuant to Section 1, above, in no event shall the provisions of this Section 8.4 extend the Term for the Facility beyond December 31, 2027 as to the Facility; provided, however, that Tenant’s obligations to complete all remedial action or monitoring pursuant to this Section 8.4 shall survive any such termination of the Term. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.

Hazardous Materials. (a) Tenant represents, warrants and agrees that: (i) during the Term, the Property shall be kept free of Hazardous Materials (as defined herein), arising from Tenant’s 's use or occupancy of the Premises Property (and that of its agents, employees, contractors, and invitees) except for small amount of Hazardous Materials such as copy toner and cleaning supplies used in the ordinary course of Tenant's business and office use and at all times subject to any applicable Environmental Laws, and shall not be used to generate, manufacture, refine, transport, treat, store, handle, dispose of, produce or process Hazardous Materials; (ii) Tenant shall not cause or permit the installation of Hazardous Materials in, 8 <PAGE> on, over or under the premises or a Release (hereinafter defined) of Hazardous Materials onto or from the property or suffer the presence of Hazardous Materials in, on, over or under the Property; (iii) Tenant shall comply with, and insure compliance by Tenant's agents, employees, contractors, and invitees with, all applicable Environmental Laws (as hereinafter defined) relating to or affecting the Property, and Tenant shall keep the Property free and clear of any liens imposed pursuant to any applicable Environmental Laws, all at Tenant's sole cost and expense; (iv) Tenant shall immediately give Landlord oral and written notice in the event that Tenant receives any notice from any governmental agency, entity, or any other party with regard to Hazardous Materials on, from or affecting the Property and Tenant shall conduct and complete all investigations, studies, sampling and testing, and all remedial soil removal, and other actions necessary to clean up and remove all Hazardous Materials, on from or affecting the Property in accordance with all Hazardous Materials Lawsapplicable Environmental laws. (b) Tenant hereby agrees to indemnify Landlord and hold Landlord harmless from and against any and all liens, except for demands, actions, suits, proceedings, disbursements, liabilities, losses, litigation, damages, judgments, obligations, penalties, injuries, costs, expenses (including without limitation, reasonable attorney and expert fees and expenses) and claims of any items set forth and every kind whatsoever paid, incurred, suffered by or asserted against Landlord and/or the Property for, with respect to, or as a direct or indirect result of the following: (i) the presence in, on, over or under, or the escape, seepage, leakage, spillage, discharge, emission or release on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation from, the Property of any Hazardous Materials Laws if caused by or within the control of the Tenant; (ii) the failure by Tenant during to comply fully with the Term or if terms and provisions of this paragraph. In the event Landlord reasonably suspects Tenant has received notice violated any of the covenants, warranties or representations contained in this paragraph, or that the Property is not in compliance with the Environmental Laws for any reason, or that the Property is not free of Hazardous Materials Claim against for any portion of the Premises as a result of Tenant’s acts or omissions during the Termreason, Tenant shall promptly obtain all permits and approvals necessary take such steps as Landlord requires by written notice to remedy any Tenant in order to confirm or deny such actual occurrences, including, without limitation, the preparation of environmental studies, surveys or suspected problem through reports. In the removal of Hazardous Materials or otherwiseevent Tenant fails to take such action, Landlord may take such action as Landlord reasonably deems necessary, and upon Landlord’s approval the cost and expenses of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action actions taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials onLandlord, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s 's reasonable attorneys’ fees and costs) and with counsel chosen by Landlordattorney's fees, to join and participate in, shall be added as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in fullAdditional Rent. Notwithstanding anything to the contrary contained hereinforegoing, in no event shall Tenant be responsible to Landlord for conditions the presence or release of Hazardous Materials at, within, or around the Property or for the violation of any Environmental Laws (i) which existed prior to the commencement of Tenant's use or occupancy of the Premises Property or (ii) which was not caused in existence whole or in part by Tenant or its agents, employees, officers, partners, contractors, or invitees. (c) Landlord hereby agrees to indemnify Tenant and hold Tenant harmless from and against any and all liens, demands, actions, suits, proceedings, disbursements, liabilities, losses, litigation, damages, judgments, obligations, penalties, injuries, costs, expenses (including without limitation, reasonable attorney and expert fees and expenses) and claims of any and every kind whatsoever paid, incurred, suffered by or asserted against Tenant and/or the Property for, with respect to, or as a direct or indirect result of the following: (i) the presence in, on, over or under, or the escape, seepage, leakage, spillage, discharge, emission or release on or from, the Property of any Hazardous Materials prior to the Commencement DateDate or (ii) the presence in, andon, if required over or under, or the escape, seepage, leakage, spillage, discharge, emission or release on or from, the Property of any Hazardous Materials occurring on the Property as a result of the use of the Property by Landlord or the employees, agents, tenants, licensees, or invitees of Landlord in connection with the use of the Stadium Property and the easement set forth in Exhibit C hereof. 9 <PAGE> (d) For the purposes of this Lease: (i) "Hazardous Material" or "Hazardous Materials" means and includes petroleum products, flammable explosives, radioactive materials, asbestos or any material containing asbestos, polychlorinated biphenyls, and/or any hazardous, toxic or dangerous waste, substance or material defined as such or defined as a Hazardous Substance or any similar term, by, in, or for the purposes of the Environmental Laws, including, without limitation section 101(14) of CERCLA (hereinafter defined); (ii) "Release" shall have the meaning given such term, or any similar term, in the Environmental Laws, including, without limitation, Section 101(22) of CERCLA; and (iii) "Environmental Law" or "Environmental Laws" shall mean any "Super Fund" or "Super Lien" law, Landlord hereby agrees or any other federal, state or local statute, law, ordinance, code, rule, regulation, order or decree regulating, relating to remedy or imposing liability or standards of conduct concerning any such actual or suspected problem through the removal of Hazardous Materials as may now or at Landlord’s sole cost any time hereafter be in effect, including, without limitation, the following, as same may be amended or replaced from time to time, and expenseall regulations promulgated thereunder or in connection therewith: The Super Fund Amendments and Reauthorization Act of 1986 ("XXXX"); The Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended ("CERCLA"); The Clean Air Act ("CAA"); the Clean Water Act ("CWA"); The Toxic Substances Control Act ("TSCA"); The Solid Waste Disposal Act ("SWDA"), as amended by the Resource Conservation and Recovery Act ("RCRA"); the Hazardous Waste Management System; and the Occupational Safety and Health Act of 1970 ("OSHA"). The obligations and liabilities of Tenant under this Paragraph shall survive this Lease and any eviction of, or abandonment by, the Tenant. 11.

Hazardous Materials. Tenant’s use of Tenant shall not cause or permit the Premises shall comply with all Hazardous Materials Lawsstorage, except for any items set forth on Exhibit use, generation, release, handling or disposal (collectively, “DHandling”. If any Environmental Activities occur or are suspected to have occurred in violation ) of any Hazardous Materials Laws (as defined below), in, on, or about the Premises or the Real Property by Tenant during the Term or if any agents, employees, contractors, licensees, subtenants, customers, guests or invitees of Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of (collectively with Tenant’s acts or omissions during the Term, “Tenant Parties”), except that Tenant shall promptly obtain be permitted to use normal quantities of office supplies or products (such as copier fluids or cleaning supplies) customarily used in the conduct of general business office activities and cleaning supplies or products customarily used in the conduct of janitorial activities (collectively, “Common Office and Cleaning Chemicals”), provided that the Handling of such Common Office and Cleaning Chemicals shall comply at all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance times with all Legal Requirements, including Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in fulldefined below). Notwithstanding anything to the contrary contained herein, however, in no event shall Tenant permit any usage of Common Office and Cleaning Chemicals in a manner that may cause the Premises or the Real Property to be contaminated by any Hazardous Materials or in violation of any Hazardous Materials Laws. Tenant shall immediately advise Landlord in writing of (a) any and all enforcement, cleanup, remedial, removal, or other governmental or regulatory actions instituted, completed, or threatened pursuant to any Hazardous Materials Laws relating to any Hazardous Materials affecting the Premises; and (b) all claims made or threatened by any third party against Tenant, Landlord, the Premises or the Real Property relating to damage, contribution, cost recovery, compensation, loss, or injury resulting from any Hazardous Materials on or about the Premises. Without Landlord’s prior written consent, Tenant shall not take any remedial action or enter into any agreements or settlements in response to the presence of any Hazardous Materials in, on, or about the Premises. Tenant shall be solely responsible for conditions and shall indemnify, defend and hold Landlord and all other Indemnitees (as defined in Paragraph 14.b. below), harmless from and against all Claims (as defined in Paragraph 14.b. below), arising out of or in connection with, or otherwise relating to (i) any Handling of Hazardous Materials by any Tenant Party or Tenant’s breach of its obligations hereunder, or (ii) any removal, cleanup, or restoration work and materials necessary to return the Premises in existence Real Property or any other property of whatever nature located on the Real Property to their condition existing prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal Handling of Hazardous Materials at Landlordin, on or about the Premises by any Tenant Party. Tenant’s sole cost and expense.obligations under this paragraph shall survive the expiration or other termination of this Lease. For

Hazardous Materials. Tenant’s use of Tenant shall not (either with or without negligence) cause or permit its employees, agents, contractors or invitees to cause the Premises shall comply with all Hazardous Materials Lawsescape, except for any items set forth on Exhibit “D”. If any Environmental Activities occur disposal or are suspected to have occurred in violation release of any "Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises Substances and Materials" (as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (adefined below) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on onto or in the vicinity of any portion of the Premises that materially increase other than the risk that ordinary disposal or release of customary office and cleaning supplies. Tenant shall not allow the storage or use of such substances or materials in any portion of manner not sanctioned by law, nor allow to be brought into the Premises will be exposed any such materials or substances except to Hazardous Materials; use in the ordinary course of Tenant's business, and (e) all communications to or from Tenantthen, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims except with respect to any portion customary office and cleaning supplies, only after written notice is given to Landlord of the Premisesidentity of such substances or materials. Without limitation, including copies thereof. Landlord for purposes of this Lease, "Hazardous Substances and Materials" shall have include biohazardous materials and those materials or substances regulated by the rightComprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 9601 et seq., the Resource Conservation and Recovery Act, as amended, 42 U.S.C. Section 6901 et seq., the Massachusetts Hazardous Waste Management Act, as amended, M.G.L. c.21C, the Massachusetts Oil and Hazardous Material Release Prevention and Response Act, as amended, M.G.L. c.21E, any applicable local ordinance or bylaw, and except for the regulations adopted under these acts (collectively, the "Hazardous Waste Laws"). If any items noted on Exhibit “D” at Tenant’s sole cost and expense (includinglender or governmental agency shall ever require testing to ascertain whether or not there has been any release of hazardous substances or materials, without limitation, Landlord’s then the reasonable attorneys’ fees and costs) and with counsel chosen costs thereof shall be reimbursed by Landlord, Tenant to join and participate in, Landlord upon demand as a party additional charges if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating such requirement applies to the Facility Premises and if on such reasonable basis it is determined Tenant caused the release. If Tenant receives from any federal, state or the Premises as local governmental agency any notice of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation or alleged violation of any Hazardous Materials Laws have occurred prior Waste Law, or if Tenant is obligated to give any notice under any Hazardous Waste Law, Tenant agrees to forward to Landlord a copy of any such notice within three (3) days of Tenant's receipt or transmittal thereof. In addition, Tenant shall execute affidavits, representations and the Commencement Date which have not been remedied like from time to time at Landlord's reasonable request concerning Tenant's best knowledge of belief regarding the presence of hazardous substances or materials on the Premises. In all events, Tenant shall indemnify Landlord in fullthe manner provided in Section 16.1 of this Lease from any release of hazardous substances or materials on the Premises occurring while Tenant is in possession, or elsewhere if caused by Tenant, its agents, employees or contractors. Notwithstanding anything Landlord retains the right to inspect the contrary contained hereinPremises at all reasonable times, in no event upon reasonable notice to Tenant, to ensure compliance with this paragraph. The within covenants shall Tenant be responsible for conditions survive the expiration or earlier termination of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseLease Term.

Hazardous Materials. As used in this Lease, "HAZARDOUS MATERIALS" shall include, but not be limited to, hazardous, toxic and radioactive materials and those substances defined as "hazardous substances," "hazardous materials," "hazardous wastes," "toxic substances," or other similar designations in any Regulation. Tenant shall not cause, or allow any of Tenant’s use of the Premises shall comply with all 's Parties to cause, any Hazardous Materials Lawsto be handled, except for any items set forth used generated, stored, released or disposed of in, on Exhibit “D”. If any Environmental Activities occur under or are suspected to have occurred about the Premises, the Building or the Project or surrounding land or environment in violation of any Hazardous Materials Laws by Regulations. Tenant during must obtain Landlord's written consent prior to the Term or if Tenant has received notice introduction of any Hazardous Materials Claim against onto the Project. Notwithstanding the foregoing, Tenant may handle, store, use and dispose of product containing small quantities of Hazardous Materials for "general office purposes" (such as toner for copiers) to the extent customary and necessary for the Permitted Use of the Premises; provided that Tenant shall always handle, store, use, and dispose of any such Hazardous Materials in a safe and lawful manner and never allow such Hazardous Materials to contaminate the Premises, Building, or Project or surrounding land or environment. Tenant shall use its best efforts to immediately notify Landlord in writing of any Hazardous Materials' contamination of any portion of the Project of which Tenant becomes aware, whether or not caused by Tenant. Landlord shall have the right at all reasonable times to inspect the Premises as a result of Tenant’s acts or omissions during and to conduct tests and investigations to determine whether Tenant is in compliance with the Term, foregoing provisions. Tenant shall promptly obtain all permits and approvals necessary to remedy reimburse Landlord for the costs of any such actual inspection, test and investigation that discloses contamination for which Tenant is liable or suspected problem through if Landlord had reason to believe contamination may have occurred. Tenant shall indemnify, defend (by counsel reasonably acceptable to Landlord), protect and hold Landlord harmless from and against any and all claims, liabilities, losses, costs, loss of rents, liens, damages, injuries or expenses (including attorneys' and consultants' fees and court costs), demands, causes of action, or judgments directly or indirectly arising out of or related to the removal use, generation, storage, release, or disposal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against by Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials Tenant's Parties in, on, under or about any portion of the Premises Premises, the Building or the Project or surrounding land or environment, which indemnity shall include without limitation, damages for personal or bodily injury, property damage, damage to the environment or natural resources occurring on or off the Premises, losses attributable to diminution in violation value or adverse effects on marketability, the cost of any investigation, monitoring, government oversight, repair, removal, remediation, restoration, abatement, and disposal, and the preparation of any closure or other required plans, whether such action is required or necessary prior to or following the expiration or earlier termination of this Lease. Neither the consent by Landlord to the use, generation, storage, release or disposal of Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in nor the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) strict compliance by Tenant with all communications to or from Tenant, any governmental authority or any other Person relating laws pertaining to Hazardous Materials Laws shall excuse Tenant from Tenant's obligation of indemnification pursuant to this Paragraph 4.D. Tenant's obligations pursuant to the foregoing indemnity shall survive the expiration or Hazardous Materials Claims earlier termination if this Lease with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings matters first arising or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred occurring prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions expiration or termination of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensethis Lease.

Hazardous Materials. Tenant’s use Lessee shall ensure that the Leased Property and the operation of the Premises shall Facilities comply with all Hazardous Materials Laws. Except for Hazardous Materials generated in the normal course of business regarding the Primary Intended Use (which Hazardous Materials shall be handled and disposed of in compliance with all Hazardous Materials Laws), except no Hazardous Materials shall be installed, used, generated, manufactured, treated, handled, refined, produced, processed, stored or disposed of, or otherwise present in, on or under the Leased Property or in connection with the operation of any Facility. No activity shall be undertaken on the Leased Property or in connection with the operation of any Facility which would cause (a) the Leased Property to become a treatment, storage or disposal facility of hazardous waste, infectious waste, biomedical or medical waste, within the meaning of, or otherwise bring the Leased Property within the ambit of RCRA or any Hazardous Materials Laws, (b) a release or threatened release of Hazardous Materials from the Leased Property within the meaning of, or otherwise bring the Leased Property within the ambit of, CERCLA or XXXX or any Hazardous Materials Laws or (c) the discharge of Hazardous Materials into any watercourse, surface or subsurface of body of water or wetland, or the discharge into the atmosphere of any Hazardous Materials which would require a permit under any Hazardous Materials Laws. No activity shall be undertaken with respect to the Leased Property or the operation of any Facility which would cause a violation or support a claim under RCRA, CERCLA, XXXX or any Hazardous Materials Laws. Lessee shall, at its sole cost, expense, risk and liability, remove or cause to be removed from the Leased Property all Hazardous Materials generated in connection with the Primary Intended Use and as found in hospital and 32 healthcare facilities, including, without limitation, all infectious waste materials, syringes, needles and any materials contaminated with bodily fluids of any type, character or description of whatsoever nature in accordance with all Hazardous Materials Laws. Lessee shall not dispose of any such infectious waste and Hazardous Materials in any receptacles used for the disposal of normal refuse. Lessee shall indemnify and defend, at its sole cost and expense, and hold Lessor and its successors and assigns, harmless from and against and to reimburse Lessor and its successors and assigns with respect to any items set forth on Exhibit “D”. If and all claims, demands, actions, causes of action, losses, damages, liabilities, costs and expenses (including, without limitation, reasonable attorney's fees and court costs) of any Environmental Activities occur and every kind or are suspected character, known or unknown, fixed or contingent, asserted against or incurred by Lessor and its successors and assigns at any time and from time to have occurred in time by reason or arising out of any breach by Lessee of this Section 8.2 or any violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice any Person other than Lessor, any of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Lessor's Affiliates or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims their respective agents or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or representatives relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseLeased Property.

Hazardous Materials. Tenant’s use of 22.1. Tenant shall not cause or (during the Lease Term) permit any Hazardous Materials (as defined below) to be brought upon, kept or used in or about the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred the Project in violation of any Applicable Laws by Tenant, its agents, employees, contractors or invitees. If Tenant breaches such obligation, or if the presence of Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, a breach results in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion contamination of the Premises in violation of or the Project or any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence adjacent property, or condition on or in the vicinity of any portion if contamination of the Premises that materially increase or the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority Project or any other Person relating to adjacent property by Hazardous Materials Laws otherwise occurs during the Term of this Lease or Hazardous Materials Claims with respect to any portion of the Premisesextension or renewal hereof or holding over hereunder, including copies thereof. Landlord then Tenant shall have the rightindemnify, save, defend and except for hold Landlord, its agents and contractors harmless from and against any items noted on Exhibit “D” at Tenant’s sole cost and expense all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, Landlord’s reasonable diminution in value of the Premises or the Project or any portion thereof; damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises or Project; damages arising from any adverse impact on marketing of space in the Premises or the Project; and sums paid in settlement of claims, attorneys’ fees, consultants’ fees and costsexperts’ fees) and with counsel chosen by Landlord, to join and participate in, that arise during or after the Term as a party if it so electsresult of such breach or contamination. This indemnification of Landlord by Tenant includes, any legal proceedings or actions initiated without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal or restoration work required by any Governmental Authority because of Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgepresent in the air, there are not pending claims soil or causes of action arising out groundwater above, on or relating to the Facility or under the Premises as during the Term or due to Tenant’s breach of this Lease. Without limiting the Commencement Date; and (ii) to Landlord’s knowledgeforegoing, no Environmental Activities in violation if the presence of any Hazardous Materials Laws have occurred in, on, under or about the Premises or the Project or any adjacent property caused or permitted by Tenant results in any contamination of the Premises or the Project or any adjacent property, then Tenant shall promptly take all actions at its sole cost and expense as are necessary to return the Premises or the Project and any adjacent property to their respective condition existing prior to the Commencement Date time of such contamination; provided that Landlord’s written approval of such action shall first be obtained, which approval Landlord shall not unreasonably withhold; and provided, further, that it shall be reasonable for Landlord to withhold its consent if such actions could have not been remedied in fulla material adverse long-term or short-term effect on the Premises or the Project. Notwithstanding anything This Section 22.1 shall be subject to the contrary contained herein, in no event shall Tenant be responsible for conditions terms of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseArticle 44.

Hazardous Materials. TenantSublessee’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant Sublessee during the Term or if Tenant Sublessee has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of TenantSublessee’s acts or omissions during the Term, Tenant Sublessee shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon LandlordSublessor’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord Sublessor and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant Sublessee shall immediately promptly advise Landlord Sublessor in writing of: of (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Sublessee or any portion of the Premises; (c) any remedial action taken by Tenant Sublessee in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) TenantSublessee’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from TenantSublessee, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord Sublessor shall have the right, and except for any items noted on Exhibit “D” at TenantSublessee’s sole cost and expense (including, without limitation, LandlordSublessor’s reasonable attorneys’ fees and costs) and with counsel chosen by LandlordSublessor, to join and HNZW/492594_3.doc (Eaglewood SNF) participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord Sublessor represents and warrants to Tenant that: (i) Sublessee that to LandlordSublessor’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions commencement of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseTerm.

Hazardous Materials. Tenant’s (a) TENANT shall not cause or permit any hazardous material to be brought upon, kept or used in or about the Premises by TENANT, its agents, employees, contractors or invitees, or engage in or permit any other entity to engage in operations at or upon the Premises which involve the generation, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous waste, without the prior written consent of LANDLORD (which LANDLORD shall not unreasonably withhold as long as TENANT demonstrates to LANDLORD's reasonable satisfaction that such hazardous material, substance or waste is necessary or useful to TENANT's business and will be used, kept, generated, manufactured, refined, transported, treated, handled, disposed of and stored in manner that complies with any and all laws regulating any such hazardous material waste or substance). LANDLORD hereby consents to all hazardous materials, substances and wastes and activities related hereto existing on the Premises at the time immediately prior to the date hereof or used by Torque Engineering Corporation. TENANT shall comply with the Environmental Protection Act and all other federal, state, and local laws and ordinances relating to the environment, and with the rules, orders, and regulations issued and promulgated thereunder. TENANT shall be responsible for obtaining and maintaining any and all permits required for any and all operations performed on Premises including but not limited to construction and operation of any paint booths, fuel systems, or any other similar type of fixtures, operations, or processes. TENANT warrants that it will maintain and use the Premises free from contamination by or from any "hazardous substances" or hazardous waste of any type or nature (as such terms are defined and/or used in applicable local, state or federal law or the regulations issued under them). TENANT further covenants that it will not cause or permit to exist the releasing, spilling, leaking, pumping, pouring, omitting, emptying, or dumping from or on or about the Premises of any such hazardous materials. TENANT agrees to indemnify and hld harmless LANDLORD or its successors or assigns from any and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, fines, penalties, interest, losses, expenses, consultant's fees, expert fees, and reasonable attorney's fees resulting from or arising out of or in any way connected with injury to or the death of any person or physical damage to property of any kind wherever located and by whomever owned arising out of or in any way connected with injury to or the death of any person or physical damage to property of any kind wherever located and by whomever owned arising out of or in any way connected with the presence on, in, or under the Premises of any hazardous materials in violation of the provisions of the Paragraph. This indemnification is an independent covenant and shall survive the termination of this lease. LANDLORD will perform a Phase Environmental Site Assessment, according to current American Society for Testing & Materials (ASTM) standards, at LANDLORD's expense prior to the execution of this lease to determine if any condition existed before this Lease. Before the end of the lease term, at TENANT's expense, TENANT shall cause a Phase I Environmental Site Assessment, according to current ASTM standards, of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws be performed by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary firm acceptable to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwiseLANDLORD, and upon Landlord’s approval of the remediation planTENANT shall correct any environmental problems which were identified in that environmental audit at TENANT's sole cost and expense, remedy any such problem to the satisfaction of Landlord LANDLORD and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practicesits counsel. During Any pre-existing conditions shall be the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion sole responsibility of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseLANDLORD.

Hazardous Materials. 40.1 Tenant shall not cause or permit any Hazardous Materials (as hereinafter defined) to be brought upon, kept or used in or about the Premises, the Buildings or the Entire Project in violation of Applicable Laws by Tenant’s use , its agents, employees, contractors or invitees. If Tenant breaches such obligation, or if the presence of Hazardous Materials as a result of such a breach results in contamination of the Premises shall comply with all Premises, the Buildings, the Entire Project or any adjacent property, or if contamination of the Premises, the Buildings, the Entire Project or any adjacent property by Hazardous Materials Lawsotherwise occurs during the term of this Lease or any extension or renewal hereof or holding over hereunder due to such breach by Tenant, except for then Tenant shall indemnify, save, defend and hold Landlord, its agents and contractors harmless from and against any items set forth and all Claims (including sums paid in settlement, attorneys’ fees, consultants’ fees and experts’ fees, all pursuant to Section 21.1 and Section 21.7) that arise during or after the Term as a result of such breach or contamination. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal or restoration work required by any Governmental Authority because of Hazardous Materials present in the air, soil or groundwater above, on Exhibit “D”or under the Premises. If any Environmental Activities occur or are suspected to have occurred in violation Without limiting the foregoing, if the presence of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Termin, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in Premises, the vicinity of any portion of Buildings, the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority Entire Project or any other Person relating to Hazardous Materials Laws adjacent property caused or Hazardous Materials Claims with respect to permitted by Tenant results in any portion contamination of the Premises, including copies thereof. Landlord the Buildings, the Entire Project or any adjacent property, then Tenant shall have the right, and except for any items noted on Exhibit “D” promptly take all actions at Tenant’s its sole cost and expense (includingas are necessary to return the Premises, without limitationthe Buildings, Landlord’s reasonable attorneys’ fees the Entire Project and costs) and with counsel chosen by Landlord, any adjacent property to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred their respective condition existing prior to the Commencement Date time of such contamination; provided that Landlord’s written approval of such action shall first be obtained, which approval Landlord shall not unreasonably withhold; and provided, further, that it shall be reasonable for Landlord to withhold its consent if such actions could have a material adverse long-term or short-term effect on the Premises, the Buildings or the Entire Project. Landlord acknowledges that Tenant shall not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for environmental conditions of or contamination now or hereafter existing on, under or in the Entire Project, in the New Whole Building, in the New Multiple Tenant Building or in the Retained Premises caused by Landlord or tenants other than Tenant or by third parties in existence the Entire Project prior to the Commencement DateExecution Date or after such date, andor for environmental conditions or contamination coming from off-site so long as Tenant, if required by lawTenant’s Affiliates, its permitted sublessees or its agents did not cause or contribute to such environmental conditions or contamination. If any such conditions or contamination first arise after the Execution Date (other than as a result of Landlord’s actions or those of its contractors, employees, or other tenants), Landlord hereby agrees to remedy any may treat as Operating Expenses the costs of correcting or remediating such actual conditions or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensecontamination.

Hazardous Materials. Tenant’s use The environmental provisions set forth in this Section 19 are in addition to and supplement the environmental provisions of the Acquisition Agreement, which shall remain in full force and effect with respect to the Premises notwithstanding this Lease. For the purposes of this Lease, the terms "Hazardous Material" and "Environmental Law" shall comply have the meanings given those terms in the Acquisition Agreement. Landlord and Tenant shall promptly, after either of them learns of the occurrence thereof, give written notice to the other of receipt of any notice of violation or claim, or a request for information, relating in any manner to any Hazardous Material or Environmental Law in connection with all Hazardous Materials Lawsthe Premises. Landlord and Tenant shall, except for upon receipt by either of them of any items set forth on Exhibit “D”environmental sampling or testing results relating in any manner to the Premises, provide the other with copies of documents relating to such environmental investigations. If any Environmental Activities occur Tenant agrees that it shall not generate, use, store, release or are suspected to have occurred in violation dispose of any Hazardous Materials Laws Material on the Premises except in material compliance with applicable Environmental Laws. Tenant shall, at its sole cost and expense, cure within thirty (30) days after written notice from Landlord any breach of this Section 19 by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain by taking all permits necessary response and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, corrective actions in accordance with all applicable Environmental Laws. If Tenant is responsible by virtue of this Section 19 for the removal or remediation of any Hazardous Materials Laws and good business practices. During the TermMaterial, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials oncarry out and complete, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s its sole cost and expense, such response actions, including without limitation, any investigation, reporting, removal, Exhibit 2.4 (continued) remediation, repair, closure, detoxification, decontamination, restoration and other clean-up of the Premises required under applicable Environmental Laws, as promptly as reasonably possible. All response actions shall be undertaken with disclosure to Landlord of and approval by Landlord of response plans. Landlord shall, at its sole cost and expense, cure within thirty (30) days after written notice from Tenant any breach by Landlord of this Section 19 by taking all necessary response and corrective actions in accordance with all applicable Environmental Laws. If Landlord is responsible for the removal or remediation of any Hazardous Material by virtue of this Section 19, Landlord shall carry out and complete, at its sole cost and expense, such response actions, including without limitation, any investigation, reporting, removal, remediation, repair, closure, detoxification, decontamination, restoration and other clean-up of the Premises required under applicable Environmental Laws, as promptly as reasonably possible. All response actions shall be undertaken so as to minimize interruption of Tenant's business and with disclosure to Tenant of and approval by Tenant of response plans. IT IS UNDERSTOOD AND AGREED THAT TENANT HAS NO RESPONSIBILITY FOR OR AUTHORITY OVER ANY HAZARDOUS MATERIALS LOCATED IN, ON OR ABOUT THE PREMISES, EXCEPT TO THE EXTENT, IF ANY, BROUGHT THEREON BY OR AT THE DIRECTION OF TENANT AND THOSE HAZARDOUS MATERIALS PROPERLY STORED AND LISTED ON AN MSDS REPORT MAINTAINED BY LANDLORD WITH RESPECT TO THE PREMISES ON THE DATE OF THIS LEASE AND ACQUIRED BY TENANT PURSUANT TO THE ACQUISITION AGREEMENT. LANDLORD RETAINS COMPLETE RESPONSIBILITY FOR AND AUTHORITY OVER ANY AND ALL HAZARDOUS MATERIALS IN, ON OR ABOUT THE PREMISES EXCEPT FOR THOSE BROUGHT THEREON BY TENANT AND SO ACQUIRED. Tenant agrees to indemnify, defend and hold harmless Landlord, its officers, directors, shareholders, employees, agents, successors and assigns, from and against all claims, damages, actions, proceedings, costs, liens, requirements, judgments, losses, penalties, fines, settlements and liabilities of any kind (including without limitation attorneys' fees and court costs, and consultant and expert witness fees arising in any manner, directly or indirectly, out of or by reason of (1) any breach of any of the warranties, representations, covenants or agreements in this Section 19 by Tenant, (2) any violation or alleged violation of any Environmental Law by Tenant with respect to the Premises (provided such violation or alleged violation does Exhibit 2.4 (continued) not represent the substantial continuation of a violation or alleged violation that commenced prior to the Term when Landlord operated the Premises, except for a violation that continues beyond a reasonable period after the management of Tenant become aware of such violation (other than violations currently known by employees of Landlord who have been or may become employees of Tenant as contemplated by the Acquisition Agreement)), and/or (3) any presence, generation, treatment, storage, disposal, transport, release, threatened release or suspected release of any Hazardous Material brought on, in, to or from the Premises by Tenant. Tenant agrees to employ security measures, consistent with the security measures historically employed by Landlord at the Premises, to prevent unauthorized dumping of Hazardous Materials on the Premises by third parties. Landlord agrees to indemnify, defend and hold harmless Tenant, its officers, directors, shareholders, employees, agents, successors and assigns, from and against all claims, damages, actions, proceedings, costs, liens, requirements, judgments, losses, penalties, fines, settlements and liabilities of any kind (including without limitation attorneys' fees and court costs, and consultant and expert witness fees arising in any manner, directly or indirectly, out of or by reason of (1) any breach by Landlord of this Section 19, (2) any violation or alleged violation of any Environmental Law by Landlord, and/or (3) any presence, generation, treatment, storage, disposal, transport, release, threatened release or suspected release of any Hazardous Material on, in, to or from the Premises that does not result solely and directly from Tenant's activities in the Premises. In the event of a breach by Landlord of this Section 19, Tenant may at any time thereafter terminate this Lease by written notice to Landlord. The provisions of this Section 19 shall survive the expiration or earlier termination of the term of this Lease.

Hazardous Materials. Tenant’s Landlord acknowledges that Tenant is a biopharmaceutical corporation engaged in the business of biotechnological and pharmaceutical research and development. Tenant shall not, and shall not direct, suffer or permit any of its agents, contractors, employees, licensees or invitees (collectively, the “Tenant Entities”) to at any time use, store, generate, treat, discharge, disburse, handle, manufacture, transport or dispose of (collectively, “Handle”) in or about the Premises or the Building any (collectively “Hazardous Materials”) flammables, explosives, radioactive materials, hazardous wastes or materials, toxic wastes or materials, or other similar substances, petroleum products or derivatives or any substance subject to regulation by or under any federal, state and local laws and ordinances relating to the protection of the environment or the keeping, use or disposition of environmentally hazardous materials, substances, or wastes, presently in effect or hereafter adopted, all amendments to any of them, and all rules and regulations issued pursuant to any of such laws or ordinances (collectively “Environmental Laws”), nor shall Tenant suffer or permit any Hazardous Materials to be used in any manner not fully in compliance with all Environmental Laws, in the Premises or the Building and appurtenant land or allow the environment to become contaminated with any Hazardous Materials. Notwithstanding the foregoing, Landlord acknowledges that Tenant routinely uses certain Hazardous Materials in its research and development activities, and Landlord agrees that, subject to the terms and provisions of this Lease, Tenant may Handle products containing small quantities of Hazardous Materials (such as aerosol cans containing insecticides, toner for copiers, paints, paint remover and the like) to the extent customary and necessary for the use of the Premises for general office purposes; provided that Tenant shall always Handle any such Hazardous Materials in a safe and lawful manner and never allow such Hazardous Materials to contaminate the Premises, Building and appurtenant land or the environment. Tenant shall protect, defend, indemnify and hold each and all of the following “Landlord Entities” (being Landlord, Landlord’s investment manager, and the trustees, boards of directors, officers, general partners, beneficiaries, stockholders, employees and agents of each of them) harmless from and against any and all loss, claims, liability or costs (including court costs and attorney’s fees) incurred by reason of any actual or asserted failure of Tenant to fully comply with all Hazardous Materials applicable Environmental Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred the presence, handling, use or disposition in violation or from the Premises of any Hazardous Materials Laws by Tenant during or any Tenant Entity (even though permissible under all applicable Environmental Laws or the Term provisions of this Lease), or if Tenant has received notice by reason of any Hazardous Materials Claim against actual or asserted failure of Tenant to keep, observe, or perform any portion provision of this Section 7. Prior to the commencement of the Premises as a result Extended Term (and at least ten (10) days prior to any assignee or any subtenant of Tenant’s acts or omissions during Tenant taking possession of any part of the TermPremises), Tenant shall promptly obtain all permits and approvals necessary disclose to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation the names and amounts of any all Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Materials, or any portion of the Premises; (c) any remedial action taken by combination thereof, which Tenant in response desires to any Hazardous Materials Claims or any Hazardous Materials Handle on, in, under or about any portion of the Premises in violation of any or Project during the Term by executing and delivering to Landlord a “Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or Questionnaire”, in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; form attached hereto as Exhibit A (as updated and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen modified by Landlord, from time to join time). Tenant will annually update and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection file with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes the City of action arising out or relating to Hayward Fire Department the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.Hazardous

Hazardous Materials. The following provision shall be added to Section 10 of the Lease: “Landlord hereby represents and warrants, to Landlord’s actual knowledge, that the Building and the Property does not contain Hazardous Materials at levels that require remediation under applicable Environmental Laws. If it is discovered that the Premises contain Hazardous Materials in levels in violation of applicable Environmental Laws, the presence of which predates the Lease and was not caused by Tenant or any of Tenant’s use Parties, Landlord, at its sole expense, shall take all action required by applicable governmental authority, including removal of the Hazardous Materials from the Premises shall if and to the extent required by applicable governmental authority, to comply with all Hazardous Materials the covenants herein or applicable Environmental Laws. Further, except notwithstanding any provision in the Lease to the contrary, Tenant shall not be responsible for, shall have no liability or obligations with respect to, and shall not be obligated to pay for or take any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected action with respect to have occurred in violation (i) the existence of any Hazardous Materials Laws on the Premises which occurred or existed prior to the Delivery Date (of the Lease unless caused or permitted by Tenant during Tenant, any entity that controls, is controlled by or is under common control with Tenant, or to any entity resulting from a merger or consolidation with Tenant, or to any person or entity which acquires all the Term assets of Tenant’s business as a going concern (each, an “Affiliate”), or if Tenant has received notice any of Tenant’s Parties, (ii) the existence of any Hazardous Materials Claim against any portion Material on the Premises which occurred or existed after the date of the Premises as a result Lease unless caused or permitted by Tenant, any Affiliate or any of Tenant’s acts or omissions during Parties, (iii) the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal release of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under onto or about any portion of from the Premises unless caused or permitted by Tenant, any Affiliate, or any of Tenant’s Parties, whether released prior to or on or after the Commencement Date (as defined in the Lease), or (iv) any violation of any Hazardous Materials Environmental Laws; (d) Tenant’s discovery of any occurrence , unless and to the extent that such was caused or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from permitted by Tenant, any governmental authority Affiliate, or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseParties.”

Hazardous Materials. Tenant’s use of Not manufacture, store, transmit or allow the Premises shall comply with all presence of, either directly or indirectly or through any Subcontractor, any Hazardous Materials Laws(other than Owner Hazardous Materials) on the Site, except for in accordance with Applicable Laws. Contractor shall not and shall not permit any items set forth on Exhibit “D”. If any Environmental Activities occur of its Subcontractors to release, discharge or are suspected to have occurred in violation otherwise dispose of any Hazardous Materials on the Site; provided, however, with regard to Owner Hazardous Materials, Owner shall have provided prior Notice to Contractor of the location and nature of Owner’s Hazardous Materials. Contractor shall promptly comply with all Applicable Laws by Tenant during regarding Hazardous Materials. If Contractor discovers, encounters or is notified of the Term or if Tenant has received notice existence of any Hazardous Materials Claim against (other than Owner Hazardous Materials) at the Site that were released, discharged or otherwise disposed at the Site by Contractor or any portion of the Premises as a result of Tenant’s acts or omissions during the Termits Subcontractors, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing ofthen Contractor shall: (a) any Environmental Activities in violation of any promptly notify Owner thereof and cordon off the area containing such Hazardous Materials Lawsunless instructed otherwise by Owner; (b) any Hazardous Materials Claims against Tenant or any portion of the Premisesprovide Owner with such written reports relating thereto as Owner may reasonably request; and (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials onat Owner’s option, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant thateither: (i) to Landlord’s knowledgeproperly remove, there are not pending claims or causes collect and dispose of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any such Hazardous Materials Laws have occurred prior to from the Commencement Date which have not been remedied in full. Notwithstanding anything to Site and remediate the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials Site at LandlordContractor’s sole cost and expense.; or (ii) employ a Person (or use Owner’s own staff) to remove, collect and dispose of such Hazardous Materials from the Site and remediate the Site at Contractor’s sole cost and expense; provided, however, if such Hazardous Material is Owner Hazardous Material, only (a) shall apply. Contractor shall not be entitled to any extension of time or additional compensation hereunder for any delays or costs incurred by Contractor as a result of the existence of such Hazardous Materials (other than Owner Hazardous Materials) for which Contractor is responsible under this Section 4.36. However, should Contractor encounter Owner Hazardous Materials which are Owner’s responsibility under Section 3.8 of this Contract, then Contractor will be entitled to request a Change in Work pursuant to Article 17, including if Work is interrupted due to Owner Hazardous Materials. Contractor agrees to defend, indemnify and hold harmless Owner, its Affiliates and their agents, employees, servants, representatives, officers, directors, successors and assigns from and against any and all Losses sustained by Contractor and arising out of Hazardous Materials (other than Owner Hazardous Materials) released, discharged or otherwise disposed at the Site by Contractor or any of its Subcontractors, including the use of such Hazardous Materials by Contractor or any Subcontractor, whether lawful or unlawful, or contamination of the Site by Contractor or a Subcontractor during performance of the Work. Such use of and/or contamination by Hazardous Materials (other than Owner Hazardous Materials) include, without limitation:

Hazardous Materials. Tenant shall not bring or allow any of Tenant’s use of Agents to bring on the Premises shall comply with all or the Project, any asbestos, petroleum or petroleum products, used oil, explosives, toxic materials or substances defined as hazardous wastes, hazardous materials or hazardous substances under any federal, state or local law or regulation (“Hazardous Materials LawsMaterials”), except for any items set forth routine office and janitorial supplies used on Exhibit “D”the Premises and stored in the usual and customary manner and quantities, and in compliance with all applicable environmental laws and regulations. If any Environmental Activities occur or are suspected to have occurred in violation In the event of any release of Hazardous Materials Laws by Tenant during the Term on, from, under or if Tenant has received notice of any Hazardous Materials Claim against any portion of about the Premises or the Project as a the result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion occupancy of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” but not the obligation, to cause Tenant, at Tenant’s sole cost and expense expense, to clean up, remove, remediate and repair any soil or groundwater contamination or other damage or contamination in conformance with the requirements of applicable law. Tenant shall indemnify, protect, hold harmless and defend (includingby counsel acceptable to Landlord) Landlord, without limitationand its Agents and each of their respective successors and assigns, Landlord’s from and against any and all claims, damages, penalties, fines, liabilities and cost (including reasonable attorneys’ fees and court costs) and with counsel chosen caused by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: arising out of (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as a violation of the Commencement Date; and foregoing prohibitions or (ii) to Landlord’s knowledge, no Environmental Activities in violation the presence or release of any Hazardous Materials Laws have occurred prior on, from, under or about the Premises, the Project or other properties as the result of Tenant’s occupancy of the Premises. Neither the written consent of Landlord to the Commencement Date presence of the Hazardous Materials, nor Tenant’s compliance with all laws applicable to such Hazardous Materials, shall relieve Tenant of its indemnification obligation under this Lease. Tenant shall immediately give Landlord written notice (a) of any suspected breach of this Section 9.2, (b) upon learning of the presence or any release of any Hazardous Materials, or (c) upon receiving any notices from governmental agencies or other parties pertaining to Hazardous Materials which may affect the Premises. Landlord shall have the right from time to time, but not been remedied in full. Notwithstanding anything the obligation, to the contrary contained herein, in no event shall Tenant be responsible for conditions of enter upon the Premises in existence prior accordance with Article XIV to conduct such inspections and undertake such sampling and testing activities as Landlord deems necessary or desirable to determine whether Tenant is in compliance OFFICE LEASE PAGE 12 Park Ten Plaza – RigNet, Inc. Table of Contents with this provision. Landlord shall indemnify, defend and hold harmless Tenant from and against any and all claims, damages, fines, judgments, penalties, costs, liabilities, losses and reasonable attorneys’ fees to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual extent arising out of or suspected problem through in connection with the removal existence of Hazardous Materials at brought on the Premises, Building or Project by Landlord’s sole cost . The obligations of Landlord and expenseTenant hereunder shall survive the expiration or earlier termination, for any reason, of this Lease.

Hazardous Materials. Tenant shall not allow, cause or permit any Hazardous Materials to be generated, used, treated, released, stored or disposed of in or about the Building or the Land, provided that Tenant may use and store normal and reasonable quantities of standard cleaning and office materials (such as, without limitation, toner, 3D printing supplies) in the Premises so long as such materials are properly, safely and lawfully stored and used by Tenant and the quantity of same does not equal or exceed a “reportable quantity” as defined in 40 C.F.R. 302 and 305, as amended, or any applicable state or local law that requires reporting. At the expiration or earlier termination of this Lease, with respect to conditions relating to Hazardous Materials existing on account of Tenant’s use or occupancy of the Premises shall comply with all or any action or inaction of Tenant or any Agent respecting Hazardous Materials Laws, except for (it being understood that the term “inaction” as used in this Section shall not impose upon Tenant any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected obligation to have occurred in violation of any remove Hazardous Materials Laws by Tenant during existing in the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion Premises as of the Lease Commencement Date which were introduced into the Premises by anyone other than Tenant or any Agent, unless and to the extent such condition is knowingly aggravated as a result of Tenant’s use or occupancy of the Premises), Tenant shall surrender the Premises to Landlord free of Hazardous Materials that are in violation of Environmental Laws. Notwithstanding the termination or any other provision of this Lease, Tenant shall indemnify, defend (with counsel approved by Landlord) and hold Landlord and Landlord’s Representatives harmless from and against any and all Claims of any kind or nature, known or unknown, contingent or otherwise, which arise out of or are in any way related to the acts or omissions of Tenant or any Agent (including, but not limited to, reasonable attorneys’, consultant, laboratory and expert fees and any diminution in the value of the Building, damages for the loss or restriction on use of any space or amenity of the Building and damages arising from any adverse impact on marketing of space), whether before, during or after the TermLease Term arising from or related to the generation, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual use, presence, transportation, storage, treatment, disposal, spill, release or suspected problem through the removal discharge of Hazardous Materials by Tenant or otherwiseany Agent in or about the Premises or the Building. Notwithstanding the termination or other provision of this Lease Landlord shall indemnify, defend (with counsel approved by Tenant) and upon hold Tenant and Tenant’s Representatives harmless from and against any and all Claims of any kind or nature which are arise out of or are in any way related to the acts or omissions of Landlord or any Landlord’s approval Representative (including but not limited to, reasonable attorneys’, consultant, laboratory and expert fees and damages for the loss or restriction on use of the remediation plan, remedy Premises or any such problem other space or amenity of the Building) arising from or related to the satisfaction generation, use, presence, transportation, storage, treatment, disposal, spill, release or discharge or Hazardous Materials by Landlord or any Landlord’s Representative. Tenant shall: (i) give Landlord prompt verbal and follow-up written notice of Landlord and all applicable governmental authoritiesany Environmental Default, or circumstance that could reasonably be expected to give rise to an Environmental Default, of which Xxxxxx has actual knowledge, which Environmental Default (if arising) Tenant shall cure in accordance with all Environmental Laws and only after Xxxxxx has obtained Landlord’s prior written consent, which shall not be unreasonably withheld, conditioned or delayed; and (ii) promptly deliver to Landlord copies of any material written notices or other items received by Tenant from or submitted by Tenant to any governmental or quasi-governmental agency respecting Hazardous Materials, or any claim instituted or threatened in writing against Tenant by any third party, concerning Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims , the occupancy or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed use thereof as it relates to Hazardous Materials; and (e) all communications to , or from Tenant, any governmental authority the existence or any other Person relating to potential existence of Hazardous Materials Laws or Hazardous Materials Claims with respect therein. To the extent required by applicable Environmental Laws, Tenant covenants to any portion of the Premisespromptly investigate, including copies thereof. Landlord shall have the rightclean up and otherwise remediate, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (includingexpense, without limitationany spill, release or discharge of Hazardous Materials at or about the Premises, the Building and/or the Land to the extent caused by the acts or omissions of Tenant or Agents. Such investigation, clean up and remediation shall be performed in accordance with applicable Environmental Laws and to the reasonable satisfaction of Landlord and only after Xxxxxx has obtained Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlordwritten consent, such consent not to be unreasonably withheld, conditioned or delayed. Upon any Environmental Default, in addition to all other rights available to Landlord under this Lease, at law or in equity, Landlord shall have the right but not the obligation to enter the Premises, to join supervise and participate inapprove any actions taken by Tenant to address the Environmental Default, and, if Tenant fails to address same with reasonable promptness in accordance with this Lease, to take such actions as a party if it so electsmay be required by applicable Environmental Law to cure the Environmental Default. If any governmental agency shall require testing to ascertain whether an Environmental Default by Xxxxxx is pending or threatened, any legal proceedings or actions initiated in connection with any then, subject to Tenant’s right to contest such requirement as provided herein, Tenant shall pay the costs therefor as additional rent within thirty (30) days following Landlord’s written invoice therefor, accompanied by commercially reasonable back-up documentation for such costs. Promptly upon Xxxxxxxx’s written request, Xxxxxx shall execute from time to time affidavits, representations and similar documents concerning Xxxxxx’s knowledge and belief regarding the presence of Hazardous Materials Claimsat or in the Premises. Landlord represents shall have the right but not the obligation, at all reasonable times during the Lease Term, to inspect the Premises and warrants conduct tests and investigations and take samples to determine whether Tenant that: (i) is in compliance with the provisions of this Article, and to Landlordrequest lists of all Hazardous Materials used or stored at the Premises. In conducting any such tests, investigations or sampling, Landlord shall use diligent efforts to minimize any interference with Xxxxxx’s knowledge, there are not pending claims use of or causes of action arising out or relating access to the Facility Premises. The cost of any such inspections, tests and investigations shall be paid by Landlord at its sole cost and expense, except that the reasonable costs of such inspections, tests and investigations shall be borne by Tenant where the same disclose that Tenant is not in compliance with the requirements of this Lease respecting Hazardous Materials in all material respects. Landlord will provide Tenant with reasonable prior notice of any such inspection in advance thereof, other than in cases of emergency where Landlord shall endeavor to provide Tenant contemporaneous telephonic or e-mail notice. At any time during the Lease Term, Landlord may, after reasonable prior written notice to Tenant, perform an environmental site assessment or environmental audit of the Premises as to assess with a reasonable degree of certainty the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation presence or absence of any Hazardous Materials Laws have occurred prior in the Premises and the potential costs in connection with abatement, cleanup, or removal of any Hazardous Materials placed within or released from the Premises by Tenant or any Agent. Tenant will reasonably cooperate with Landlord and allow Landlord and Landlord’s Representatives reasonable access to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions any and all parts of the Premises in existence prior and to the Commencement Date, and, if required by lawrecords of Tenant with respect to the Premises and Hazardous Materials for the purpose of performing such environmental site assessment or environmental audit. In conducting any such assessment or audit, Landlord hereby agrees shall use diligent efforts to remedy minimize any interference with Xxxxxx’s use of or access to the Premises. The cost of any such actual assessments or suspected problem through the removal of Hazardous Materials audits shall be paid by Landlord at Landlord’s its sole cost and expense, except Tenant shall pay the cost of any such assessment or audit which indicates that Hazardous Materials have been placed in or have been released from the Premises by Tenant or any Agent in violation of the terms of this Lease.

Hazardous Materials. Tenant’s use The environmental provisions set forth in this Section 19 are in addition to and supplement the environmental provisions of the Acquisition Agreement, which shall remain in full force and effect with respect to the Premises notwithstanding this Lease. For the purposes of this Lease, the terms "Hazardous Material" and "Environmental Law" shall comply have the meanings given those terms in the Acquisition Agreement. Landlord and Tenant shall promptly, after either of them learns of the occurrence thereof, give written notice to the other of receipt of any notice of violation or claim, or a request for information, relating in any manner to any Hazardous Material or Environmental Law in connection with all Hazardous Materials Lawsthe Premises. Landlord and Tenant shall, except for upon receipt by either of them of any items set forth on Exhibit “D”environmental sampling or testing results relating in any manner to the Premises, provide the other with copies of documents relating to such environmental investigations. If any Environmental Activities occur Tenant agrees that it shall not generate, use, store, release or are suspected to have occurred in violation dispose of any Hazardous Materials Laws Material on the Premises except in material compliance with applicable Environmental Laws. Tenant shall, at its sole cost and expense, cure within thirty (30) days after written notice from Landlord any breach of this Section 19 by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain by taking all permits necessary response and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, corrective actions in accordance with all applicable Environmental Laws. If Tenant is responsible by virtue of this Section 19 for the removal or remediation of any Hazardous Materials Laws and good business practices. During the TermMaterial, Tenant shall immediately advise Landlord in writing of: carry out and complete, at Exhibit 2.4 (acontinued) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s its sole cost and expense, such response actions, including without limitation, any investigation, reporting, removal, remediation, repair, closure, detoxification, decontamination, restoration and other clean-up of the Premises required under applicable Environmental Laws, as promptly as reasonably possible. All response actions shall be undertaken with disclosure to Landlord of and approval by Landlord of response plans. Landlord shall, at its sole cost and expense, cure within thirty (30) days after written notice from Tenant any breach by Landlord of this Section 19 by taking all necessary response and corrective actions in accordance with all applicable Environmental Laws. If Landlord is responsible for the removal or remediation of any Hazardous Material by virtue of this Section 19, Landlord shall carry out and complete, at its sole cost and expense, such response actions, including without limitation, any investigation, reporting, removal, remediation, repair, closure, detoxification, decontamination, restoration and other clean-up of the Premises required under applicable Environmental Laws, as promptly as reasonably possible. All response actions shall be undertaken so as to minimize interruption of Tenant's business and with disclosure to Tenant of and approval by Tenant of response plans. IT IS UNDERSTOOD AND AGREED THAT TENANT HAS NO RESPONSIBILITY FOR OR AUTHORITY OVER ANY HAZARDOUS MATERIALS LOCATED IN, ON OR ABOUT THE PREMISES, EXCEPT TO THE EXTENT, IF ANY, BROUGHT THEREON BY OR AT THE DIRECTION OF TENANT AND THOSE HAZARDOUS MATERIALS PROPERLY STORED AND LISTED ON AN MSDS REPORT MAINTAINED BY LANDLORD WITH RESPECT TO THE PREMISES ON THE DATE OF THIS LEASE AND ACQUIRED BY TENANT PURSUANT TO THE ACQUISITION AGREEMENT. LANDLORD RETAINS COMPLETE RESPONSIBILITY FOR AND AUTHORITY OVER ANY AND ALL HAZARDOUS MATERIALS IN, ON OR ABOUT THE PREMISES EXCEPT FOR THOSE BROUGHT THEREON BY TENANT AND SO ACQUIRED. Tenant agrees to indemnify, defend and hold harmless Landlord, its officers, directors, shareholders, employees, agents, successors and assigns, from and against all claims, damages, actions, proceedings, costs, liens, requirements, judgments, losses, penalties, fines, settlements and liabilities of any kind (including without limitation attorneys' fees and court costs, and consultant and expert witness fees arising in any manner, directly or indirectly, out of or by reason of (1) any breach of any of the warranties, representations, covenants or agreements in this Section 19 by Tenant, (2) any violation or alleged violation Exhibit 2.4 (continued) of any Environmental Law by Tenant with respect to the Premises (provided such violation or alleged violation does not represent the substantial continuation of a violation or alleged violation that commenced prior to the Term when Landlord operated the Premises, except for a violation that continues beyond a reasonable period after the management of Tenant become aware of such violation (other than violations currently known by employees of Landlord who have been or may become employees of Tenant as contemplated by the Acquisition Agreement)), and/or (3) any presence, generation, treatment, storage, disposal, transport, release, threatened release or suspected release of any Hazardous Material brought on, in, to or from the Premises by Tenant. Tenant agrees to employ security measures, consistent with the security measures historically employed by Landlord at the Premises, to prevent unauthorized dumping of Hazardous Materials on the Premises by third parties. Landlord agrees to indemnify, defend and hold harmless Tenant, its officers, directors, shareholders, employees, agents, successors and assigns, from and against all claims, damages, actions, proceedings, costs, liens, requirements, judgments, losses, penalties, fines, settlements and liabilities of any kind (including without limitation attorneys' fees and court costs, and consultant and expert witness fees arising in any manner, directly or indirectly, out of or by reason of (1) any breach by Landlord of this Section 19, (2) any violation or alleged violation of any Environmental Law by Landlord, and/or (3) any presence, generation, treatment, storage, disposal, transport, release, threatened release or suspected release of any Hazardous Material on, in, to or from the Premises that does not result solely and directly from Tenant's activities in the Premises. In the event of a breach by Landlord of this Section 19, Tenant may at any time thereafter terminate this Lease by written notice to Landlord. The provisions of this Section 19 shall survive the expiration or earlier termination of the term of this Lease.

Hazardous Materials. Tenant’s use Lessee shall not cause or permit any Hazardous Material to be brought on or kept or used in or about the Leased Premises by Lessee, its agents, employees, contractors or invitees without the prior written consent of Lessor, which Lessor shall not unreasonably withhold so long as Lessee demonstrates to Lessor's reasonable satisfaction that the Hazardous Material is necessary or useful to Lessee's business and will be used, kept and stored in a manner that complies with all laws, rules, statutes, and ordinances regulating any such Hazardous Materials so brought on or used or kept in or about the premises. If Lessee breaches the obligation stated above in this paragraph, or if the presence of hazardous material on or about the premises caused or permitted by Lessee results in contamination of the Premises shall comply with all Hazardous Materials Lawspremises, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion contamination of the Premises as a result of Tenant’s acts premises or omissions during surrounding area by Hazardous Material otherwise occurs for which the TermLessee is legally liable to Lessor for damage resulting therefrom, Tenant Lessee shall promptly obtain all permits indemnify, defend and approvals necessary to remedy hold Lessor completely harmless from any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authoritiesclaims, in accordance with all Hazardous Materials Laws and good business practices. During the Termjudgments, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant damages, penalties, fines, costs, liabilities or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense losses (including, without limitation, Landlord’s reasonable diminution in value of the premises or the improvements thereon, damages for the loss or restriction on the use of rentable or usable space or of any immunity of the premises, damages arising from any adverse impact on marketing of space in the premises, and sums paid in settlement of claims, attorneys’ fees ' fees, consultant fees, and costsexpert fees) and with counsel chosen by Landlord, to join and participate in, that arise during or after the term of this Lease as a party if it so electsresult of that contamination. This indemnification of Lessor by Lessee includes, any legal proceedings or actions initiated without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal or restoration work required by any federal, state or local governmental agency or political LAW OFFICES YOUNG, XXXXXXX XXXX & XXXXXXX MARTINSVILLE, VA. subdivision because of Hazardous Materials ClaimsMaterial present in the soil or ground water on, under or about the premises. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgeWithout limiting the foregoing, there are not pending claims if the presence of any Hazardous Material on or about the premises caused or permitted by Lessee results in the contamination of the premises or surrounding area or causes of action arising out the premises or relating surrounding area to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities be in violation of any Hazardous Materials Laws have occurred prior laws, rules, statutes or ordinances, Lessee shall promptly take all actions at its sole expense as is necessary to return the premises and surrounding area to the Commencement Date which have not been remedied in full. Notwithstanding anything to condition existing before the contrary contained herein, in no event shall Tenant be responsible for conditions introduction of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual Hazardous Material, provided, that Lessor's approval of those actions shall first be obtained, which approval shall not be unreasonably withheld so long as those actions would not potentially have any material adverse long-term or suspected problem through short-term effect on the removal of Hazardous Materials at Landlord’s sole cost and expensepremises or surrounding area.

Hazardous Materials. Tenant’s Tenant shall not (a) introduce on or transfer to or store on the Premises, the Building or the Complex or use on the Premises, any Hazardous Materials (as hereinafter defined), except such Hazardous Materials in such amounts as are reasonably necessary for the conduct of the Premises shall comply Permitted Uses, and then only in compliance with all Hazardous Materials LawsEnvironmental and Health Laws (as hereinafter defined) and the terms and conditions of recommendations, except for policies or requirements of any items set forth on Exhibit “D”. If any Environmental Activities occur insurer of the Building of Complex ("INSURANCE CONDITIONS"); (b) dump, flush or are suspected to have occurred in violation otherwise dispose of any Hazardous Materials into the drainage, sewage or waste disposal systems serving the Premises, the Building or the Complex, except in compliance with Environmental and Health Laws by Tenant during the Term and Insurance Conditions; (c) release, spill or if Tenant has received notice dispose of any Hazardous Materials Claim against in or on the Premises, the Building or the Complex, or (d) transfer any portion of Hazardous Materials from the Premises as a result to any other location (except the transfer of Tenant’s acts such Hazardous Materials expressly permitted to be used on the Premises from the Premises for disposal and then only in compliance with all Environmental and Health Laws and Insurance Conditions). Tenant agrees that if it or omissions during anyone claiming under it shall transfer to the TermPremises, store, use or dispose (except to the extent expressly permitted above), generate, release, threaten release or spill, any Hazardous Materials, it shall forthwith remove the same, at its sole cost and expense, in the manner provided by all applicable Environmental and Health Laws, regardless of when such Hazardous Materials shall be discovered. Furthermore, Tenant shall promptly obtain all permits and approvals necessary to remedy pay any such actual fines, penalties or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken other assessments imposed by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims agency with respect to any such Hazardous Materials and shall forthwith repair and restore any portion of the Premises, including copies the Building or the Complex which it shall disturb in so removing any such Hazardous Materials to the condition which existed prior to Tenant's disturbance thereof. Tenant agrees to deliver promptly to Landlord shall have the rightany notices, orders or similar documents received from any governmental agency or official concerning any violation of any Environmental and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and Health Laws or with counsel chosen by Landlord, respect to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claimsaffecting the Premises, the Building or the Complex. In addition, Tenant shall, within ten (10) days of receipt, accurately complete any questionnaires from Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or other informational requests relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions Tenant's use of the Premises in existence prior to the Commencement Date, and, if required by lawin particular, Landlord hereby agrees to remedy any such actual or suspected problem through the removal Tenant's use, generation, storage and/or disposal of Hazardous Materials at Landlord’s sole cost at, to, or from the Premises. For purposes of this Lease, the term "HAZARDOUS MATERIALS" shall mean and expenseinclude any Excepted Waste (as defined in Section 5.3 of this Lease), asbestos and asbestos-containing materials, air pollutants or contaminants, crude and refined oil and the products and by-products of oil and petroleum, radioactive, biological, medical or infectious wastes or materials, and any other toxic or hazardous wastes, materials and substances which are defined, determined or identified as a hazardous substance or hazardous waste, extremely hazardous waste, infectious waste, non-RCRA waste, retrograde material, restricted hazardous waste, volatile organic compound, waste or similarly defined, determined or identified in any Environmental and Health Laws, or in any judicial or administrative interpretation of Environmental and Health Laws.

Hazardous Materials. Tenant’s use of (A) No Hazardous Materials (as defined herein) shall be Handled (as defined herein) upon, about, above or beneath the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; Building or the Project, if applicable, by or on behalf of a Responsible Party (c) any remedial action taken by Tenant in response to any as defined herein), unless the Hazardous Materials Claims or any are listed in Exhibit 1) hereto and then only the quantities listed in the exhibit. Any such Hazardous Materials onso Handled, under or about any portion the presence or migration of which is a result of the Premises in violation act or omission of any Hazardous Materials Laws; (d) a Responsible Party, shall be known as Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to 's Hazardous Materials; and (e) all communications . Notwithstanding the foregoing, Landlord acknowledges that, due to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion 's permitted use of the Premises, including copies thereof. Landlord shall have the rightas indicated in Paragraph 6.01 of this Lease, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Tenant will occasionally Handle Hazardous Materials Claims. Landlord represents on the Premises which are in transit to their final destination; however, such presence and warrants to Tenant thatHandling of Hazardous Materials shall be in compliance with all applicable federal, state, local and environmental laws and regulations and the following guidelines: (i) no nuclear or explosive materials will be Handled by Tenant on the Premises, except such radioactive isotopes as Tenant may Handle from time to Landlord’s knowledge, there time; provided that such Handling shall be in accordance with the U.S. Department of Transportation regulations and the International Airtransport Association Dangerous Goods regulations; (ii) all Hazardous Materials will be Handled in a well-marked area which is segregated from other storage and handling areas and is used exclusively for hazardous materials; (iii) Hazardous Materials will be Handled in such a way that any such Materials which are not pending claims incompatible or causes of action arising out or relating reactive to each other shall be kept separate at all times such Materials are on the Facility or Premises; (iv) Hazardous Materials shall only be Handled on the Premises as for a maximum period for twenty-four (24) hours; (v) Tenant shall provide written documents or other written evidence to Landlord upon execution of the Commencement DateLease that all personnel who are responsible for the Handling or other contact with Hazardous Materials have been properly trained, in accordance with any applicable laws and/or regulations, to handle spills of Hazardous Materials and that the required, appropriate spill response equipment is maintained on site; (vi) Tenant will provide Landlord with written evidence that it is maintaining the appropriate insurance coverage for the occasional presence of such hazardous Materials on the Premises upon execution of this Lease; and (iivii) Tenant will provide Landlord with written evidence that all of its employees whose responsibilities include driving Tenant's trucks or other vehicles are licensed in accordance with state, federal and local laws and regulations to Landlord’s knowledgetransport and Handle Hazardous Materials. Also, no Environmental Activities in violation notwithstanding the foregoing, normal quantities of any those Tenant Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained hereincustomarily used int he conduct of general administrative and executive office activities (e.g., in no event shall Tenant copier fluids and cleaning supplies) may be responsible for conditions of Handled at the Premises in existence without Landlord's prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensewritten consent.

Hazardous Materials. Tenant’s use For purposes of this Lease, "Hazardous Material" means any pollutant or contaminant or hazardous, dangerous or toxic chemicals, materials, or substances within the meaning of any applicable federal, state, or local law, regulation, ordinance, or requirement (including consent decrees and administrative orders) relating to or imposing liability or standards of conduct concerning any hazardous, toxic or dangerous waste substance or material, all as amended or hereafter amended. Hazardous Material shall also include, without limitation, crude oil or any fraction thereof, any radioactive material, asbestos in any form or condition, radon, polychlorinated biphenyls ("PCBs") or substances or compounds containing PCBs, medical waste and noxious chemicals used in any construction on the Premises. Tenant agrees not to keep in or on the Premises any inflammable, combustible or explosive substance nor any substance which would create or tend to create a dangerous or combustible condition (other than cleaning products and other substances of the Premises shall comply sort and in quantities customarily kept in similar operations provided same are kept and used in accordance with all Hazardous Materials Lawsapplicable laws). Tenant agrees not to cause or allow the presence, except for any items set forth on Exhibit “D”. If any Environmental Activities occur storage, use, maintenance or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials in or otherwiseabout the Premises without Landlord's prior written consent. If Tenant's business requires use or possession of Hazardous Materials, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Tenant must advise Landlord and obtain Landlord's written consent before bringing any Hazardous Materials onto or creating such condition on or within the Premises. If Tenant uses or maintains Hazardous Materials on or in the Premises, Tenant agrees to handle, store, transport and dispose of all applicable governmental authorities, Hazardous Materials at Tenant's sole cost and expense in accordance with all then-existing local, state and federal rules and laws. Provided it is lawful to do so, Tenant agrees to enter into a contract(s) with a company certified to handle the Hazardous Materials Laws for the transport and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation disposal of any all Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of from the Premises; (c) . A copy of all such contracts and all renewals must be provided to Landlord. Landlord may, at Landlord's sole option, now or in the future, obtain a report from an environmental consultant of Landlord's choice as to whether Tenant has been or is currently using any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion part of the Premises for the improper use, handling, storage, transportation or disposal of Hazardous Materials. If any such report indicates such improper use, handling, storage, transportation or disposal of Hazardous Materials, Tenant agrees to immediately reimburse Landlord for the cost of obtaining the environmental report, and, in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion addition, Landlord may require that all violations of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims law with respect to the Hazardous Materials be corrected and/or that Tenant obtains all necessary environmental permits and approvals. If Tenant fails to correct any portion such violation(s) of law and/or fails to obtain such necessary permits within a reasonable time after demand from Landlord, then Landlord may declare this Lease in default and/or may cause the Premises, including copies thereof. Landlord shall have Premises and any surrounding areas to be freed from the right, and except for any items noted on Exhibit “D” Hazardous Materials at Tenant’s 's sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to which Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensepay on demand from Landlord as additional rent.

Hazardous Materials. Tenant and Landlord acknowledge that each has received and reviewed that certain Phase I Environmental Site Assessment dated October 14, 1997 and that certain Asbestos Facility Survey dated October 15, 1997 each prepared by Environmental Consulting & Technology, Inc. pertaining to the Premises (collectively, the “Report”), and each party to this Lease has undertaken such additional investigations regarding the subject matter of said Report to its respective satisfaction. Landlord hereby represents to Tenant that it has no knowledge regarding the environmental condition of the Premises except as disclosed in the Report. Tenant acknowledges that except as contained in the preceding sentence, Landlord has not made any representation or warranty to Tenant regarding the accuracy of the information in said Report or the environmental condition of the Premises generally or specifically and Tenant has not relied upon any statements by Landlord, if any, regarding the condition of the Premises including its environmental condition. Tenant hereby represents to Landlord that it has no knowledge regarding the environmental condition of the Property except as disclosed in the Report. Tenant represents, warrants and covenants (i) that it will not use nor store in, or about the Premises, any Hazardous Materials (defined herein), other than those Hazardous Materials that are necessary for Tenant to conduct its business activities on the Premises, (ii) that, with respect to any such Hazardous Materials, Tenant shall comply with all applicable federal, state and local laws, rules, regulations, policies and authorities relating to the storage, use, disposal or cleanup of Hazardous Materials, including, but not limited to, the obtaining of proper permits, and (iii) that it will not dispose of any Hazardous Materials in, on or about the Premises except as may be permitted by and in accordance with applicable law. Tenant agrees to clean up or cause to be cleaned up any contamination created by Tenant, brought on by Tenant or allowed by Tenant to be brought upon the Premises during the term of this Lease, as extended or renewed, requiring removal or remediation under federal, state or local, law, statutes, ordinances, regulations or policies. Tenant further agrees to indemnify, defend and hold Landlord and Landlord’s mortgagees harmless from and against any claims, liabilities, suits, causes of action, costs, expenses or fees, including reasonable attorneys’ fees and costs, arising out of or in connection with (i) any remediation, cleanup work, inquiry or enforcement proceeding in connection with any clean up work required under the preceding sentence; (ii) any Hazardous Materials used, stored or disposed of by Tenant or its agents, employees, contractors or invitees in, on or adjacent to the Premises after the Commencement Date; (iii) any Hazardous Materials generated by or resulting from Tenant’s use of the Premises shall comply with all Hazardous Materials Lawsand transported, except for stored, disposed of, or released in any items set forth on Exhibit “D”. If any Environmental Activities occur manner at a location other than the Premises; or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (biv) any Hazardous Material located on the Premises during the Lease term except that which may be present as of the Commencement Date or thereafter created by Landlord, brought on by Landlord or allowed by Landlord to be brought upon the Premises. Tenant shall surrender the Premises to Landlord upon the expiration or earlier termination of this Lease free of debris, waste and Hazardous Materials Claims against used, stored or disposed of by Tenant or its agents, employees, contractors or invitees, and in a condition which complies with all governmental statutes, ordinances, regulations and policies except for non-compliance arising from Landlord’s activities or any portion conditions existing as of the Premises; (c) any remedial action taken by Tenant in response Commencement Date. Upon such expiration or earlier termination Landlord may procure the services of an environmental engineer to any Hazardous Materials Claims or assess the existence of any Hazardous Materials on, under in, or about the Premises and if any portion material violation of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery covenants herein are disclosed by such assessment report, a copy of any occurrence or condition on or which shall be furnished to Tenant, in addition to curing the vicinity of any portion violations (to the extent such cure would be required under the immediately preceding paragraph), Tenant shall reimburse Landlord for the reasonable cost of the Premises that materially increase the risk that assessment and report. Landlord agrees to clean up or cause to be cleaned up any portion of contamination created by Landlord, brought on by Landlord or allowed by Landlord to be brought upon the Premises will be exposed during the term of this Lease, as extended, requiring removal or remediation under federal, state or local, law, statutes, ordinances, regulations or policies. Landlord further agrees to Hazardous Materials; indemnify, defend and (e) all communications to hold Tenant harmless from and against any claims, liabilities, suits, causes of action, costs, expenses or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premisesfees, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs, arising out of or in connection with (i) and with counsel chosen by Landlordany remediation, to join and participate incleanup work, as a party if it so elects, any legal proceedings inquiry or actions initiated enforcement proceeding in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to clean up work required under the Facility or the Premises as of the Commencement Datepreceding sentence; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior located upon, used, stored or disposed of on or adjacent to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy ; (iii) any such actual or suspected problem through the removal of Hazardous Materials at generated by or resulting from Landlord’s sole cost use of the Premises and expensetransported, stored, disposed of, or released in any manner at a location other than the Premises; or (iv) any Hazardous Materials created by Landlord, brought on by Landlord or allowed by Landlord to be brought upon the Premises.

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) not, nor shall Tenant allow any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant person to, manufacture, use, store, handle, transport, dispose of, spill, leak, dump, emit or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or release any Hazardous Materials on, under under, about or about any portion of from the Premises or the Property, except that Tenant may use office supplies or products (such as copier fluids or cleaning supplies) customarily used in violation the conduct of general business office activities, if, and only if, (1) such Hazardous Materials are used only in such quantities as are reasonably necessary for the operation of Tenant’s business and in strict compliance with all applicable Environmental Laws, and (2) Tenant immediately gives Landlord written notice of all such use of Hazardous Materials, specifically describing the manner in which such Hazardous Materials are used, handled and stored, the availability of any non-hazardous or less hazardous alternatives, the type and quantity of hazardous waste generated as a result of such use, handling and storage and the method and location where such wastes are disposed of and discharged, (b) at its sole cost and expense comply (and be responsible for the compliance of all its employees, agents and contractors, or any other persons occupying, present on, or removing any Hazardous Materials from the Premises) with all applicable Environmental Laws; , and (dc) Tenantupon Xxxxxx’s discovery receipt of all reports, citations, notices and other writings regarding any occurrence Hazardous Materials on, under, about or condition on migrating from the Premises or in the vicinity Property (or if written by Xxxxxx, upon its writing) immediately notify and provide a copy of same to Landlord. With respect to all Hazardous Materials released, spilled, leaked, dumped and emitted on, under, about or migrating from the Premises or the Property (if introduced by any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from TenantTenant Related Parties), any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the PremisesTenant shall, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense expense, immediately: (includingi) notify Landlord of same, (ii) remove such Hazardous Materials from the Premises, the Property and all other property on, under or about which the Hazardous Materials have migrated (or Landlord may elect to cause such removal and Tenant shall reimburse Landlord the cost thereof as Additional Rent), (iii) dispose of such Hazardous Materials in compliance with all applicable Environmental Laws (or Landlord may elect to cause such removal and Tenant shall reimburse Landlord the cost thereof as Additional Rent), and (iv) remediate and repair all damages arising from such release, spill, leak, dumping and emission (or Landlord may elect to cause such removal and Tenant shall reimburse Landlord the cost thereof as Additional Rent). Such remediation and repair shall include, without limitation, LandlordTenant’s reasonable attorneys’ fees and costsmodification of the HVAC system to (y) and with counsel chosen by Landlord, to join and participate inmeet the requirements of The Clean Air Act, as a party if it so electsamended (including all regulations promulgated thereunder), and all state and local air laws and regulations, and (z) reduce any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents odors and warrants to Tenant that: (i) airborne irritants to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensesatisfaction.

Hazardous Materials. Except for ordinary and general office supplies typically used in the ordinary course of business within offices (some or all of which may constitute Hazardous Materials as defined in this Section 9.6) and which supplies shall be used by Tenant for their prescribed uses in accordance with customary office use, Tenant shall not cause or permit the escape, disposal or release of any biologically or chemically active or other substances or materials which are classified or deemed hazardous by any agency or are defined as hazardous under any local, state, or federal environmental statue or regulation, or as defined in CERCLA (42 U.S.C. subsections 9601(23) and (24))(“Hazardous Materials”). Tenant shall not allow the storage or use of such Hazardous Materials in any manner not sanctioned by law or by the highest standards prevailing in the industry for the storage and use of such Hazardous Materials, nor allow to be brought into the Building or onto the Property any such Hazardous Materials, except to use in the ordinary course of Tenant’s use of the Premises shall comply with all Hazardous Materials Lawsbusiness, and then, except for any items set forth on Exhibit “D”ordinary office supplies. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the TermIn addition, Tenant shall promptly obtain all permits execute such certificates or similar documents from time-to-time at Landlord’s lender’s request or at a prospective buyer’s request concerning Tenant’s best knowledge and approvals necessary to remedy any such actual or suspected problem through belief regarding the removal presence of Hazardous Materials or otherwise, and upon Landlord’s approval of on the remediation plan, remedy any such problem to the satisfaction of Landlord and Premises. In all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Termevents, Tenant shall immediately advise indemnify Landlord in writing of: the manner elsewhere provided in this Lease from any release of Hazardous Materials in the Premises or on the Property (aincluding, but not limited to, all costs of dealing with all governmental agencies with jurisdiction, testing, reporting, monitoring, remediation, clean-up or disposal for such Hazardous Materials) if caused by Tenant or persons acting under Tenant. This Section 9.6 shall survive the expiration or earlier termination of the Lease. Landlord shall indemnify Tenant in the manner elsewhere provided in this Lease from any Environmental Activities in violation liability which Tenant may incur as the result of any release of Hazardous Materials Laws; in the Building or on the Property or Lot (bincluding, but not limited to, all costs of, dealing with and responding to all government agencies with jurisdiction, testing, reporting, monitoring, remediation, clean-up or disposal for such Hazardous Materials) caused by Landlord or persons acting under Landlord, but excluding any tenant or person acting under a tenant. Landlord hereby represents and warrants that as of the date hereof, to the best of Landlord’s knowledge, i.e. that of the partners constituting Landlord, there are no Hazardous Materials Claims against Tenant on or any portion of about the Premises; (c) any remedial action taken , Building or Lot which are above the levels permitted by the California Environmental Protection Agency and other agencies with jurisdiction, and applicable laws. If Tenant in response knows, or has reasonable cause to any believe, that a Hazardous Materials Claims or any Hazardous Materials Substance has come to be located in, on, under or about any portion of the Premises in violation Premises, Building or Lot, other than as previously consented to by Landlord, Tenant shall promptly give Landlord written notice thereof, together with a copy of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence statement, report, notice, registration, application, permit, license, claim, action or condition on proceeding given to, or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenantreceived from, any governmental authority or any other Person relating to private party concerning the presence, spill release, discharge of, or exposure to, such Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseMaterial.

Hazardous Materials. Tenant’s use Tenant shall not violate any law or regulation of any federal, state or local governmental authority having jurisdiction over Hazardous Material. As used in this Lease, the term “Hazardous Material” means any flammable items, explosives, radioactive materials, hazardous or toxic substances, material or waste or related materials, including any substances defined as or included in the definition of “hazardous substances”, “hazardous wastes”, “hazardous materials” or “toxic substances” now or subsequently regulated under any applicable federal, state or local laws or regulations, including without limitation petroleum-based products, paints, solvents, lead, cyanide, DDT, printing inks, acids, pesticides, ammonia compounds and other chemical products, asbestos, PCBs and similar compounds, and including any different products and materials which are subsequently found to have adverse effects on the environment or the health and safety of persons. Tenant shall have the duty and obligation to cure any environmental contamination in connection with the Building caused by Tenant and first occurring on or after the date Tenant takes possession of the Leased Premises, and Xxxxxx agrees to indemnify and hold harmless Landlord from and against all claims and damages of whatsoever nature, asserted against Landlord, or the Leased Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur relating to or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during any sub-lessee’s use and occupancy of the TermProperty, Tenant shall promptly obtain including but not limited to all permits clean-up and approvals necessary to remedy any such actual remediation costs, claims of personal injury or suspected problem through the removal of Hazardous Materials or otherwiseproperty damage, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord court costs and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees incurred in any mediation, arbitration trial or appellate proceeding pertaining thereto. Tenant shall have no obligation to remediate any preexisting Hazardous Substances on the Leased Premises and costs) Landlord agrees to indemnify and with counsel chosen hold harmless Tenant from the same to the extent permitted by Landlordlaw. Landlord shall be responsible for any violation of any environmental laws, to join and participate inrules or regulations, as a party if it so elects, or the presence of any legal proceedings or actions initiated Hazardous Substances in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Leased Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred first occurring prior to the Commencement Date which have not been remedied date Tenant takes possession of the Leased Premises, shall pay for the remediation thereof as set forth in full. Notwithstanding anything the Development Agreement and shall, to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required extent permitted by applicable law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseindemnify Tenant with respect thereto.

Hazardous Materials. Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: , to the best of Landlord’s actual knowledge as of the date of this Lease, there are no Hazardous Materials in the Building or on the Site which are or would be required to be removed or otherwise abated in accordance with applicable Hazardous Materials Laws. Subject to the limitations of Section 9.3 hereof, Landlord shall remove or xxxxx as required by applicable Hazardous Materials Laws (as that term is defined in Section 5.3 below) any Hazardous Materials (as that term is defined in Section 5.3 below) on, at, beneath, or migrating from the Site or in the Building which require removal or abatement pursuant to applicable Hazardous Materials Laws, provided that the foregoing removal and/or abatement requirements shall not apply to Hazardous Materials which are first introduced or first become present in the Building or on the Site after the Premises A Commencement Date (x) because of the action or (where action is required hereunder or under Hazardous Materials Laws) inaction of any tenant or occupant in the Site, including Tenant, or (y) because of the use of Hazardous Materials, or additions, alterations or improvements by Tenant or anyone claiming by, through or under Tenant or any other occupant (other than any Landlord Party) of the Building (items (x) and (y) being herein collectively called the “Exclusions”). Subject to the limitations of Section 9.3 hereof and except with respect to the Exclusions, Landlord agrees to defend, indemnify, and save Tenant harmless from liability, loss and damage to persons or property and from any claims (including, without limitation, bodily injury, property damage, and environmental clean-up claims and notices of responsibility), actions, proceedings and expenses in connection therewith resulting from (1) the presence of Hazardous Materials on, at, beneath, or migrating from the Site or in the Building (other than Hazardous Materials introduced by Tenant (or anyone claiming by, through, or under Tenant) or any other occupant of the Building; or (2) the failure of Landlord to fulfill its obligations under the this Section 4.3; provided, however, that in no event shall the foregoing indemnity (i) to Landlord’s knowledge, there are not pending claims cover or causes of action arising out in any way include the Exclusions or relating to the Facility or the Premises as of the Commencement Date; and (ii) render Landlord liable for any loss or damage to LandlordTenant’s knowledgeProperty and Landlord shall in no event be liable for indirect, no Environmental Activities consequential or punitive damages. This indemnity and hold harmless agreement shall survive the expiration or earlier termination of this Lease. In connection with the foregoing, Landlord hereby agrees to use commercially reasonable efforts to enforce the terms of its leases with other tenants of the Building and/or the Site, in the event of a violation of any Hazardous Materials Laws have occurred prior to resulting from the Commencement Date which have not been remedied in full. Notwithstanding anything to action or inaction of any tenant or occupant of the contrary contained hereinBuilding and/or the Site, or any employee, agent or contractor thereof; provided, however, that, in no event shall Landlord be liable to Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal violation of Hazardous Materials at Landlord’s sole cost and expenseLaws by any tenant or occupant of the Building.

Hazardous Materials. Tenant’s use The term “Hazardous Materials” means any substance, material, or waste which is now or hereafter classified or considered to be hazardous, toxic, or dangerous under any Law relating to pollution or the protection or regulation of human health, natural resources or the environment, or poses or threatens to pose a hazard to the health or safety of persons on the Premises or in the Project. Neither Tenant nor its agents or employees shall comply with all use, generate, store, or dispose of, or permit the use, generation, storage or disposal of Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of about the Premises as or the Project except in a result manner and quantity necessary for the ordinary performance of Tenant’s acts business, and then in compliance with all Laws. Upon the expiration or omissions during the Termearlier termination of this Lease, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwiseshall, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (includingexpense, without limitationconduct site investigation work necessary to evaluate the presence of any Hazardous Materials on the Premises and the Project and to cleanup, remediate, and otherwise mitigate the effects of the presence of any such Hazardous Materials on the Premises and the Project, or Landlord may, if it has reasonable grounds to conclude that Tenant will not properly perform such work, undertake such site investigation work and any such cleanup, remediation or mitigation work on behalf of Tenant, at Tenant’s sole cost and expense. In any event, any such site investigation work or such cleanup, remediation or mitigation work shall be performed by qualified environmental professionals reasonably acceptable to Landlord. If Tenant breaches its obligations under this Section 25(x), Landlord may immediately take any and all action reasonably appropriate to remedy the same, including taking all appropriate action to clean up or remediate any contamination resulting from Tenant’s use, generation, storage or disposal of Hazardous Materials. Notwithstanding Landlord’s indemnity contained in Section 11(d), Tenant shall defend, indemnify, and hold harmless Landlord and its representatives and agents from and against any and all claims, demands, liabilities, causes of action, suits, judgments, damages and expenses (including reasonable attorneys’ fees and costscost of clean up and remediation) and arising from Tenant’s failure to comply with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings the provisions of this Section 25(x). This indemnity provision shall survive termination or actions initiated in connection with any Hazardous Materials Claimsexpiration of this Lease. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to shall be solely responsible for the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation remediation of any Hazardous Materials brought onto the Project by Landlord, its agents or employees in violation of applicable Laws have occurred prior and Landlord shall indemnify, defend and hold Tenant harmless from and against any and all claims, demands, liabilities, causes of action, suits, judgments, damages and expenses (including reasonable attorneys’ fees) for the costs of any such remediation. Landlord shall use good faith efforts not to the Commencement Date which have not been remedied place or use or permit any agent or employee to place or use any Hazardous Materials in full. Notwithstanding anything to the contrary contained herein, violation of applicable Laws in no event shall Tenant be responsible for conditions of or about the Premises in existence prior to during the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal Term of Hazardous Materials at Landlord’s sole cost and expensethis Lease.

Hazardous Materials. Hazardous Materials" shall include, but not be limited to, hazardous, toxic and those substances defined as "hazardous substances", "hazardous materials", "hazardous waste", "toxic substances", or other similar designations in any regulation. Tenant shall not cause, or allow any of Tenant’s use 's parties to cause, any hazardous materials to be used, generated, stored or disposed of on or about the Premises shall comply with all Hazardous Materials LawsPremises, except for any items set forth on Exhibit “D”. If any Environmental Activities occur the Building or are suspected to have occurred surrounding land or environment in violation of any Hazardous Materials Laws by regulations. Tenant during must obtain Landlord's written consent prior to the Term or if Tenant has received notice introductions of any Hazardous Materials Claim against any portion hazardous materials onto the Premises. Landlord consents to Tenant's use of the Premises hazardous materials described in EXHIBIT B, provided Tenant obtains all necessary government approvals or permits to use or store said materials on the Premises. Tenant agrees that any future additions to this list, also require Landlord's written consent as a result well as the abovementioned approvals or permits prior to use or storage. Tenant may handle, store, use and dispose of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual hazardous materials in a safe and lawful manner and never allow such hazardous materials to contaminate the Premises, Building or suspected problem through the removal of Hazardous Materials surrounding land or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practicesenvironment. During the Term, Tenant shall immediately advise notify Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity hazardous materials' contamination of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to which Tenant becomes aware, whether or from not caused by Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the rightright at all reasonable times to inspect the Premises and to conduct tests and investigations to determine whether Tenant is in compliance with the foregoing provisions, the costs of all such inspections, tests and investigations to be borne by Tenant. Tenant shall indemnify, and except for hold Landlord harmless from all liabilities, losses, costs, legal fees, demands, causes of action, claims or judgments directly or indirectly arising out of the use, generation, storage, release, or disposal of hazardous materials by Tenant or any items noted of Tenant's parties in, on Exhibit “D” at Tenant’s sole cost and expense (includingor about the Premises, the Building or surrounding land or environment, which indemnity shall include, without limitation, damages for personal or bodily injury, property damage, damage to the environment, or natural resources occurring on or off the Premises, losses attributable to diminution in value or adverse effects on marketability, the reasonable costs of any investigation, monitoring, government oversight, repair, removal, remediation, restoration, abatement, and disposal, and the preparation of any closure or other required plans, whether such action is required or necessary prior to or following the expiration or earlier termination of this Lease. Notwithstanding the foregoing, Tenant shall only be liable for detrimental consequences directly or indirectly caused by its own acts or omissions. Neither Landlord’s reasonable attorneys’ fees and costs) and 's consent to the use, generation, storage, release or disposal of hazardous materials nor the strict compliance by Tenant with counsel chosen by Landlord, all laws pertaining to join and participate in, as a party if it so elects, any legal proceedings hazardous materials shall excuse that Tenant from Tenant's obligation of indemnification pursuant to this Section 4D. Tenant's obligations pursuant to the foregoing indemnity shall survive the expiration or actions initiated in connection with any Hazardous Materials Claimsearlier termination of this Lease. Landlord represents and warrants its agents make no representations about the current condition of the premises with respect to hazardous materials. Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or accepts the Premises "as of the Commencement Date; is" and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred assumes full responsibility for obtaining all necessary government approvals or permits prior to commencing operations as well as any clean-up or clearance approvals upon the Commencement Date which have not been remedied in full. Notwithstanding anything to termination of its activities on the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensePremises.

Hazardous Materials. TenantSublessee’s use of the Premises shall comply in all material respects with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant Sublessee during the Term or if Tenant Sublessee has received written notice of any Hazardous Materials Claim against any portion of the Premises as a result of TenantSublessee’s acts or omissions during the Term, Tenant Sublessee shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon LandlordSublessor’s approval of the remediation plan, remedy any such problem to the reasonable satisfaction of Landlord Sublessor and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant Sublessee shall immediately promptly advise Landlord Sublessor in writing of: of (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant Sublessee or any portion of the Premises; (c) any remedial action taken by Tenant Sublessee in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) TenantSublessee’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all written communications to or from TenantSublessee, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord Sublessor shall have the right, and except for any items noted on Exhibit “D” at TenantSublessee’s sole cost and expense (including, without limitation, LandlordSublessor’s reasonable attorneys’ fees and costs) and with counsel chosen by LandlordSublessor, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expense.Exhibit 10.4

Hazardous Materials. Tenant shall not cause or suffer or permit ------------------- any Hazardous Materials to be brought upon, kept, used, discharged, deposited or leaked in or about the Premises or any other portion of the Project by Tenant or any of Tenant’s use 's Agents or by anyone in the Premises (other than Landlord or its agents, employees or contractors), except to the extent such Hazardous Materials are customarily kept or used by typical office tenants and are kept, used and disposed of in strict compliance with all laws, ordinances and regulations relating to Hazardous Materials. If Tenant breaches the obligations stated in the preceding sentence, or if the presence of any Hazardous Material on the Premises or any other portion of the Project caused or permitted by Tenant or any of Tenant's Agents or by anyone in the Premises (other than Landlord or its agents, employees or contractors) results in contamination of the Premises shall comply with all Hazardous Materials Laws, except for or any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any other portion of the Project, or if contamination of the Premises or any other portion of the Project by any Hazardous Material otherwise occurs for which Tenant is legally liable, then Tenant shall indemnify, defend and hold Landlord harmless from any and all claims, judgments, damages, penalties, fines, costs, liabilities, expenses and losses (including without limitation diminution in value of the Project, damages for the loss of restriction on use of leasable space or of any amenity of the Building or the Project, damages arising from any adverse impact on marketing of space and sums paid in settlement of claims, attorneys' fees, consultant fees and expert fees) which arise during or after the term of this Lease as a result of Tenant’s acts or omissions during the Term, Tenant such contamination. This indemnification shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (includinginclude, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated costs incurred in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgeinvestigation of site conditions or any clean-up, there are not pending claims remedial, removal or causes of action arising out restoration work required by any federal, state or relating to the Facility local governmental agency or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation political subdivision because of any Hazardous Materials Laws have occurred prior to Material present in the Commencement Date which have not been remedied soil or groundwater on or under the Premises or any other portion of the Project. Without limiting the foregoing, if the presence of any Hazardous Material on the Premises or any other portion of the Project caused or permitted by Tenant or any of Tenant's Agents or by anyone in full. Notwithstanding anything to the contrary contained hereinPremises (other than Landlord or its agents, employees or contractors) results in no event shall Tenant be responsible for conditions any contamination of the Premises in existence prior to or any other portion of the Commencement DateProject, andTenant shall, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s its sole cost and expense, promptly take all actions necessary to return the Premises and all other portions of the Project affected to the condition existing prior to the introduction of any such Hazardous Material to the Premises or other portions of the Project, provided that Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld if such actions would not potentially have any material adverse effect on the Premises or any other portion of the Project.

Hazardous Materials. Tenant’s use All reporting obligations relating to such Hazardous Materials to the extent imposed upon Lessee by Hazardous Materials Laws are solely the responsibility of the Premises Lessee. Upon expiration or earlier termination of this lease, Lessee shall comply with cause all Hazardous Materials (to the extent such Hazardous Materials are generated, stored, released or disposed of during the term of this lease by Lessee) to be removed from the Premises and transported for use, storage or disposal in accordance and in compliance with all applicable Hazardous Materials Laws, except for . Lessee shall not take any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected remedial action in response to have occurred in violation the presence of any Hazardous Materials Laws by Tenant in, on, about or under the Premises or in any improvements situated on the Complex, nor enter into any settlement agreement, consent, decree or other compromise in respect to any claims relating to or in any way connected with the Premises or the Complex without first notifying Lessor of Lessee's intention to do so and affording Lessor ample opportunity to appear, intervene or otherwise appropriately assert and protect Lessor's interest with respect thereto. In addition, at Lessor's request, at the expiration of the term of this lease, Lessee shall remove all tanks or fixtures which were placed on the Premises during the Term term of this lease by or if Tenant has received notice of any for Lessee and which contain, have contained or are contaminated with, Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practicesMaterials. During the Term, Tenant Lessee shall immediately advise Landlord notify Lessor in writing of: of (a) any Environmental Activities in violation of enforcement, clean-up, removal or other governmental or regulatory action instituted, completed or threatened pursuant to any Hazardous Materials Laws; (b) any Hazardous Materials Claims claim made or threatened by any person against Tenant Lessor, or any portion of the Premises; (c) , relating to damage, contribution, cost recovery, compensation, loss or injury resulting from or claimed to result from any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (ec) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect reports made to any portion environmental agency arising out of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claimsin, on or about the Premises or with respect to any Hazardous Materials removed by Lessee from the Premises, including, any complaints, notices, warnings, reports or asserted violations in connection therewith. Landlord represents Lessee shall also provide to Lessor, as promptly as possible, and warrants in any event within five business days after Lessee first receives or sends the same, copies of all claims, reports, complaints, notices, warnings or asserted violations relating in any way to Tenant that: the Premises or Lessee's use thereof. Upon written request of Lessor (i) to Landlord’s enable Lessor to defend itself from any claim or charge related to any Hazardous Materials Law), Lessee shall promptly deliver to Lessor notices of hazardous waste manifests reflecting the legal and proper disposal of all such Hazardous Materials removed or to be removed from the Premises. To Lessor's knowledge, there are Lessor is not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation aware of any Hazardous Materials Laws have occurred prior which exist or are located on or in the Premises, except as may be disclosed in that certain Environmental Site Assessment prepared by Geotechnical and Environmental Consultants, Inc., dated July 14, 1995. Further, Lessor represents to Lessee that: (x) to the Commencement Date which have best of its knowledge, Lessor has not caused the generation, storage or release of Hazardous Materials upon the Premises, except in accordance with Hazardous Materials Laws; and (y) during the term of this Lease, Lessor shall not knowingly cause the generation, storage or release of Hazardous Materials upon the Premises, except in accordance with Hazardous Materials Laws. In the event (a) Hazardous Materials are discovered upon the Premises, (b) Lessor has been remedied in full. Notwithstanding anything given written notice of the discovery of such Hazardous Materials, and (c) pursuant to the contrary contained hereinprovisions of the preceding paragraphs of this Article XVII.R., neither Lessor nor Lessee is obligated to pay the cost of compliance with Hazardous Materials Laws, then and in no that event Lessor may voluntarily but shall Tenant not be responsible obligated to agree with Lessee to take all action necessary to bring the Premises into compliance with Hazardous Materials Laws at Lessor's sole cost. In the event Lessor fails to notify Lessee in writing within 30 days of the notice to Lessor of the discovery of such Hazardous Materials that Lessor Lessor shall indemnify, defend (with counsel reasonably acceptable to Lessee), protect and hold Lessee and each of Lessee's officers, directors, partners, employees, agents, attorneys, successors and assigns free and harmless from and against any and all claims, liabilities, damages, costs, penalties, forfeitures, losses or expenses (including attorneys' fees) for conditions death or injury to any person or damage to any property whatsoever (including water tables and atmosphere) arising or resulting in whole or in part, directly or indirectly, from the presence or discharge of Hazardous Materials, in, on, under, upon or from the Premises, including materials used during construction of the Premises in existence prior to and the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual Complex or suspected problem through from the removal transportation or disposal of Hazardous Materials at Landlord’s sole to or from the Premises to the extent caused by Lessor. Lessor's obligations hereunder shall include, without limitation, and whether foreseeable, all cost of any required or necessary repairs, clean-up or detoxification or decontamination of the Premises, and expensethe presence and implementation of any closure, remedial action or other required plans in connection therewith, and shall survive the expiration of or early termination of the term of this lease. For purposes of the indemnity provided herein, any acts or omissions of Lessor or its employees, agents, customers, assignees, contractors or sub-contractors (whether or not they are negligent, intentional, willful or unlawful) shall be strictly attributable to Lessor. Lessee shall indemnify, defend (with counsel reasonably acceptable to Lessor), protect and hold Lessor and each of Lessor's officers, directors, partners, employees, agents, attorneys, successors and assigns free and harmless from and against any and all claims, liabilities, damages, costs, penalties, forfeitures, losses or expenses (including attorneys' fees) for death or injury to any person or damage to any property whatsoever (including water tables and atmosphere) arising or resulting in whole or in part, directly or indirectly, from the presence or discharge of Hazardous Materials, in, on, under, upon or from the Premises or from the transportation or disposal of Hazardous Materials to or from the Premises to the extent caused by Lessee. Lessee's obligations hereunder shall include, without limitation, and whether foreseeable, all cost of any required or necessary repairs, clean-up or detoxification or decontamination of the Premises, and the presence and implementation of any closure, remedial action or other required plans in connection therewith, and shall survive the expiration of or early termination of the term of this lease. For purposes of the indemnity provided herein, any acts or omissions of Lessee or its employees, agents, customers, sub-lessees, assignees, contractors or sub-contractors (whether or not they are negligent, intentional, willful or unlawful) shall be strictly attributable to Lessee. For purposes of the covenants and agreements contained in this Article XVII.R., inclusive, any acts or omissions of Lessee, its employees, agents, customers, sublessees, assignees, contractors or sub-contractors (except Opus Southwest Corporation and its contractors and subcontractors) shall be strictly attributable to Lessee; any acts or omissions of Lessor, its employees, agents, customers, assignees, contractors or sub-contractors shall be strictly attributable to Lessor.

Hazardous Materials. 40.1 Tenant shall not cause or permit any Hazardous Materials (as hereinafter defined) to be brought upon, kept or used in or about the Premises, the Buildings or the Project in violation of Applicable Laws by Tenant’s use , its agents, employees, contractors or invitees. If Tenant breaches such obligation, or if the presence of Hazardous Materials as a result of such a breach results in contamination of the Premises shall comply with all Premises, the Buildings, the Project or any adjacent property, or if contamination of the Premises, the Buildings, the Project or any adjacent property by Hazardous Materials Lawsotherwise occurs during the term of this Lease or any extension or renewal hereof or holding over hereunder due to such breach by Tenant, except for then Tenant shall indemnify, save, defend and hold Landlord, its agents and contractors harmless from and against any items set forth and all Claims (including sums paid in settlement, attorneys’ fees, consultants’ fees and experts’ fees, all pursuant to Section 21.1 and Section 21.7) that arise during or after the Term as a result of such breach or contamination. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal or restoration work required by any Governmental Authority because of Hazardous Materials present in the air, soil or groundwater above, on Exhibit “D”or under the Premises. If any Environmental Activities occur or are suspected to have occurred in violation Without limiting the foregoing, if the presence of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Termin, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in Premises, the vicinity of any portion of Buildings, the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority Project or any other Person relating to Hazardous Materials Laws adjacent property caused or Hazardous Materials Claims with respect to permitted by Tenant results in any portion contamination of the Premises, including copies thereof. Landlord the Buildings, the Project or any adjacent property, then Tenant shall have the right, and except for any items noted on Exhibit “D” promptly take all actions at Tenant’s its sole cost and expense (includingas are necessary to return the Premises, without limitationthe Buildings, Landlord’s reasonable attorneys’ fees the Project and costs) and with counsel chosen by Landlord, any adjacent property to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred their respective condition existing prior to the Commencement Date time of such contamination; provided that Landlord’s written approval of such action shall first be obtained, which approval Landlord shall not unreasonably withhold; and provided, further, that it shall be reasonable for Landlord to withhold its consent if such actions could have a material adverse long-term or short-term effect on the Premises, the Buildings or the Project. Landlord acknowledges that Tenant shall not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for environmental conditions of or contamination now or hereafter existing on, under or in the Project, in the Connector Building, in the Expansion Premises or in the Premises caused by Landlord or tenants other than Tenant or by third parties in existence the Project prior to the Commencement DateExecution Date or after such date, andor for environmental conditions or contamination coming from off-site so long as Tenant, if required by lawTenant’s Affiliates, its permitted sublessees or its agents did not cause or contribute to such environmental conditions or contamination. If any such conditions or contamination first arise after the Execution Date (other than as a result of Landlord’s actions or those of its contractors, employees, or other tenants), Landlord hereby agrees to remedy any may treat as Operating Expenses the costs of correcting or remediating such actual conditions or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensecontamination.

Hazardous Materials. Tenant’s use of Lessee shall not bring upon or generate toxic or hazardous substances within the Premises shall demised premises, and should Lessee so act, then Lessee shall, at its sole cost and expense, comply with all Federal, State or local laws from time to time in effect ("Hazardous Materials Laws") concerning the management, except for use, generation, storage, transportation, presence, discharge or disposal of hazardous, toxic, radioactive or carcinogenic materials, substances or waste ("Hazardous Materials"). Lessee shall cause any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authoritieshazardous materials brought onto or used, generated, stored or discharged in the demised premises to be removed from the premises and transported for disposal in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any applicable Hazardous Materials Laws; (b) any . Lessor shall have the right to enter the demised premises from time to time to conduct tests, inspections and surveys concerning Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response and to any monitor Lessee's compliance with its obligations concerning Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any and Hazardous Materials Laws; (d) Tenant’s discovery . Lessee shall immediately notify Lessor in writing of any occurrence clean-up or condition on removal action instituted or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenantproposed by Lessee, any enforcement, clean-up, removal or other governmental authority or regulatory action instituted or threatened, or any other Person claim made or threatened by any person against Lessee, the demised premises, or the building relating to Hazardous Materials Laws or Hazardous Materials Claims with Laws. Lessee shall also supply to Lessor as promptly as possible, and in any event within five (5) business days after Lessee receives or sends same, copies of all claims, reports, complaints, notices, warnings or asserted violations relating in any way to the demised premises or Lessee's use thereof and concerning Hazardous Materials or Hazardous Materials laws. Lessee shall not negotiate or enter into any settlement agreement, consent decree or other compromise in respect to Hazardous Materials or Hazardous Materials Laws affecting the demised premises except after giving Lessor prior written notice and a full and fair opportunity to appear, intervene or otherwise assert and protect Lessor's rights and interests. Lessee shall indemnify, defend and hold Lessor harmless from any portion claims, causes of action, liabilities, costs or expenses (including all attorney's fees and costs) arising from or in connection with personal injury or death or property damage or clean-up costs caused or alleged to have been caused by the Premises, including copies thereof. Landlord shall have presence of Hazardous Materials brought upon or generated by Lessee within the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (demised premises including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen any personal injury, death or property damage caused or alleged to have been caused by Landlord, to join and participate in, the release of Hazardous Materials or other toxic substances into the air as a party if it so electsresult of such contamination, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgewhether such claims, there are not pending claims or causes of action arising out or relating liabilities are first asserted during the term hereof or thereafter, and including without limitation claims made against the Lessor with respect to personal injury, death or property damage sustained by third parties caused or alleged to have been caused by the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal presence of Hazardous Materials at Landlord’s sole cost and expenseor other toxic substances.

Hazardous Materials. Tenant’s use of the Premises shall comply with all The Property does not contain any Hazardous Materials LawsMaterials, including, but not limited to, any chemicals or materials regulated as hazardous or toxic under any federal, state or local law, except for any items what is commonly incorporated into or used and stored at the Property for normal uses in a typical veterinary practice (the “Excluded Materials”) and except as set forth on Exhibit “D”in the Property Documents. If Sellers agree to provide Buyer promptly in writing any Environmental Activities occur information, which Sellers have or are suspected to have occurred in violation may acquire regarding the presence and location of any Hazardous Materials Laws by Tenant during (as defined below), not including the Term Excluded Materials on or if Tenant has received notice of any Hazardous Materials Claim against any portion of about the Premises as a result of Tenant’s acts or omissions during the TermProperty. Sellers possess all required permits, Tenant shall promptly obtain all permits licenses and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwisecertificates, and upon Landlord’s approval has filed all notices or applications, required thereby. Sellers are and have been in compliance with all Environmental Laws in respect of the remediation plan, remedy any such problem and relating to the satisfaction Property. There has been no release or disposal of Landlord and all applicable governmental authorities, in accordance with all a Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities Material in violation of an Environmental Law in any Hazardous Materials Laws; material respect at, on, under, within or migrating to or from the Property. Sellers have not been subject to, nor received any notice (bwritten or oral) of any Hazardous Materials Claims against Tenant private, administrative or judicial action, or any portion notice (written or oral) of any intended private, administrative, or judicial action relating to the Premises; (c) any remedial action taken by Tenant in response to any presence or alleged presence of Hazardous Materials Claims or any Hazardous Materials onMaterial in, under or about upon any portion real property owned or used by the Sellers, and there is no reasonable basis for any such notice or action; and there are no pending or threatened actions or proceedings (or notices of potential actions or proceedings) against Sellers from any governmental agency or any other entity regarding any matter relating to health, safety or protection of the Premises environment. For purposes of this Agreement, “Hazardous Materials” means (A) any petroleum or petroleum products, flammable explosives, radon, radioactive materials, asbestos in violation any form that is or could become friable, urea formaldehyde foam insulation and transformers or other equipment that contain dielectric fluid containing levels of any Hazardous Materials Lawspolychlorinated biphenyls (PCBs); (dB) Tenant’s discovery of any occurrence chemicals or condition on other materials or substances which are now or hereafter become defined as or included in the vicinity definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “extremely hazardous wastes,” “restricted hazardous wastes,” “toxic substances,” “toxic pollutants” or words of similar import under any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous MaterialsEnvironmental Law; and (eC) all communications any other chemical or other material or substance, exposure to which is now or from Tenanthereafter prohibited, limited or regulated by any governmental or regulatory authority under any Environmental Law. For purposes of this Agreement, “Environmental Law” means any law or order of any other Person governmental or regulatory authority, agency, entity, or body relating to Hazardous Materials Laws the regulation or Hazardous Materials Claims with respect protection of human health, safety or the environment or to any portion emissions, discharges, releases or threatened releases of pollutants, contaminants, chemicals or industrial, toxic or hazardous substances or wastes into the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense environment (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlordambient air, to join and participate insoil, as a party if it so electssurface water, any legal proceedings ground water, wetlands, land or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgesubsurface strata), there are not pending claims or causes of action arising out or otherwise relating to the Facility manufacture, processing, distribution, use, treatment, storage, disposal, transport or the Premises as handling of the Commencement Date; and (ii) to Landlord’s knowledgepollutants, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained hereincontaminants, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Datechemicals or industrial, and, if required by law, Landlord hereby agrees to remedy any such actual toxic or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensehazardous substances or wastes.

Hazardous Materials. Hazardous Materials" shall mean and include, but not be limited to, hazardous, toxic and radioactive materials and those substances defined as "hazardous substances," "hazardous materials," "hazardous wastes," "toxic substances," or other similar designations in any Regulation. Tenant shall not cause, or allow any of Tenant’s use of the Premises shall comply with all 's Parties to cause, any Hazardous Materials Lawsto be used, except for any items set forth generated, stored or disposed of on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred about the Premises, the Building or surrounding land or environment in violation of any Hazardous Materials Laws by Regulations. Tenant during shall obtain written consent from the Term or if Tenant has received notice City of Sunnyvale prior to the introduction of any Hazardous Materials Claim against any portion of into the Premises as a result of Tenant’s acts or omissions during Building and comply on an ongoing basis with all governmental requirements relating thereto. Notwithstanding the Termforegoing, Tenant shall promptly obtain all permits may handle, store, use and approvals necessary to remedy any such actual or suspected problem through the removal dispose of products containing small quantities of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any for "general office purposes" (such problem as toner for copiers) to the satisfaction of Landlord extent customary and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During necessary for the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion Permitted Use of the Premises; (c) provided that Tenant shall always handle, store, use, and dispose of any remedial action taken by Tenant in response to any such Hazardous Materials Claims or any in a safe and lawful manner and never allow such Hazardous Materials on, under or about any portion of to contaminate the Premises in violation or the Building, or surrounding land or environment. Tenant shall immediately notify Landlord of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity Materials' contamination of any portion of the Premises that materially increase the risk that any portion Building of the Premises will be exposed to Hazardous Materials; and (e) all communications to which Tenant becomes aware, whether or from not caused by Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the rightright at all reasonable times to inspect the Premises and to conduct tests and investigations to determine whether Tenant is in compliance with the foregoing provisions, the costs of all such inspections, tests and except for investigations to be borne by Tenant. Tenant shall indemnify, defend, protect and hold Landlord harmless from and against all liabilities, losses, costs and expenses (including attorneys' and consultants' fees), demands, causes of action, claims or judgments directly or indirectly arising out of the use, generation, storage, release, or disposal of Hazardous Materials by Tenant or any items noted of Tenant's Parties in, on Exhibit “D” at Tenant’s sole cost and expense (includingor about the Premises or the Building or surrounding land or environment, which indemnity shall include, without limitation, Landlord’s reasonable attorneys’ fees damages for personal or bodily injury, property damage, damage to the environment or natural resources occurring on or off the Premises, losses attributable to diminution in value or adverse effects on marketability, the cost of any investigation, monitoring, government oversight, repair, removal, remediation, restoration, abatement, and costs) disposal, and the preparation of any closure or other required plans, whether such action is required or necessary prior to or following the expiration or earlier termination of this Lease. Neither the consent by Landlord to the use, generation, storage, release or disposal of Hazardous Materials nor the strict compliance by Tenant with counsel chosen all laws pertaining to Hazardous Materials shall excuse Tenant from Tenant's obligation of indemnification pursuant to this Paragraph 4.4. Tenant's obligations pursuant to the foregoing indemnity shall survive the expiration or earlier termination of this Lease. Landlord shall be responsible for costs arising from pre-existing environmental conditions on the Premises upon demand by Landlord, Tenant shall provide to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i1) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal an itemization of Hazardous Materials at Landlord’s sole cost that are currently used or have ever been used on the Premises, (2) copies of any reports provided to any governmental agency relating to Hazardous Materials, and expense(3) evidence of compliance with all laws relating to Hazardous Materials.

Hazardous Materials. Throughout the Term, Tenant will prevent the presence, use, generation, release, discharge, storage, disposal, or transportation of any Hazardous Materials (as herein defined) on, under, in, above, to, or from the Demised Property or its agents, employees, or contractors except that Hazardous Materials may be used on or transported across the Demised Property as necessary in connection with the Permitted Use and for the customary maintenance or customary use of the Demised Property, provided that same are transported, used, stored, and disposed of in strict compliance with any Applicable Laws pertaining thereto, including all Applicable Laws relating to the protection of the environment, public health and safety, air emissions, water discharges, hazardous or toxic substances, solid or hazardous wastes or occupational health and safety, and common law pertaining to the foregoing (collectively, the ”Environmental Laws”). For purposes of this provision, the term “Hazardous Materials” will mean and refer to any unlawful levels of wastes, materials, or other substances of any kind or character that are or become regulated as hazardous or toxic waste or substances, or which require special handling or treatment, under any Environmental Laws. Subject to Section 18.04, if Tenant’s activities at or around the Demised Property or Tenant’s use of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred Demised Property (i) results in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Term, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal release of Hazardous Materials by Tenant or otherwiseits agents, employees, or contractors that is not in compliance with Environmental Laws or permits issued thereunder; (ii) gives rise to any claim or requires a response under Environmental Laws or permits issued thereunder; or (iii) causes the presence at the Demised Property of Hazardous Materials in levels that violate Environmental Laws or permits issued thereunder, then Tenant shall, at its sole cost and upon expense: (x) immediately provide verbal notice thereof to Landlord as well as notice to Landlord in the manner required by this Lease, which notice shall identify the Hazardous Materials involved and the emergency procedures taken or to be taken; and (y) promptly take all action in response to such situation required by Applicable Laws, provided that Tenant shall first obtain Landlord’s approval of the non-emergency remediation planplan to be undertaken (which approval shall not be unreasonably withheld, conditioned, or delayed). If Tenant fails to take action as required by this Section, Landlord may (without any obligation to do so and without limiting any other right or remedy available hereunder), on 10 days’ prior notice (except that no notice shall be required in case of emergency), enter the Demised Property and perform such action on behalf of Tenant and, in such case, Tenant shall reimburse Landlord immediately upon demand for all costs and expenses incurred in taking such action, plus an administrative fee equal to 5% of such costs or expenses. Tenant shall at all times indemnify and hold harmless Landlord against and from any such problem and all claims, suits, actions, debts, damages, costs, losses, obligations, judgments, charges and expenses (including reasonable attorneys’ fees) of any nature whatsoever suffered or incurred by Landlord to the satisfaction of Landlord extent they were caused by or through Tenant or its employees, officers, agents, licensees, invitees, assignees, successors, subtenants, contractors, or Amended and Restated Hialeah Lease 1.9.2011 subcontractors, or others using the Demised Property with Tenant’s expressed or implied permission, including, but not limited to (i) any and all applicable consent orders with governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (aii) any Environmental Activities in violation release, threatened release, or disposal of any Hazardous Materials Laws; at or around the Demised Property and/or (bii) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery Environmental Laws at or around the Demised Property by or through Tenant or its employees, officers, agents, licensees, invitees, assignees, subtenants, contractors, or subcontractors. The foregoing obligations of any occurrence Tenant shall survive the expiration or condition on or in the vicinity earlier termination of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledge, there are not pending claims or causes of action arising out or relating to the Facility or the Premises as of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expensethis Lease.

Hazardous Materials. Tenant’s use Prior to execution of the Premises shall comply with all Hazardous Materials Laws, except for any items set forth on Exhibit “D”. If any Environmental Activities occur or are suspected to have occurred in violation of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Termthis Lease, Tenant shall promptly obtain all permits and approvals necessary acknowledges that Landlord has delivered to remedy any such actual or suspected problem through the removal Tenant a copy of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem a Phase I environmental report relating to the satisfaction of Landlord Building and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of the Premises in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of any portion of the Premises that materially increase the risk that any portion of the Premises will be exposed to Hazardous Materials; and (e) all communications to or from Tenant, any governmental authority or any other Person relating to Hazardous Materials Laws or Hazardous Materials Claims with respect to any portion of the Premises, including copies thereof. Landlord shall have the right, and except for any items noted on Exhibit “D” at Tenant’s sole cost and expense (including, without limitation, Landlord’s reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) , as of the date hereof, to Landlord’s knowledgeknowledge (without investigation) (a) except as described in such report no other hazardous materials are present at the Building in violation of law, (b) there are not pending no claims or causes of action arising out or by any third parties relating to the Facility or presence of hazardous materials in the property of which the Premises as are a part. Landlord covenants that it will not itself introduce hazardous materials in the Building other than customary amounts used in connection with the operation, repair and maintenance of the Commencement Date; and (ii) to Landlord’s knowledge, no Environmental Activities Building in violation compliance with applicable environmental laws. In the event of any Hazardous Materials Laws have occurred prior to release of hazardous materials on, under, or about the Commencement Date which have not been remedied Premises or common areas of the Building that requires remediation under applicable environmental laws, or in full. Notwithstanding anything to the contrary contained hereinevent that any hazardous materials are discovered on, under, or about the Premises or common areas of the Building that requires remediation under applicable environmental laws, in no event shall Tenant be responsible for conditions either case, that materially and adversely affects Tenant’s use and occupancy of the Premises in existence prior and to the Commencement Dateextent that such release is not caused by Tenant, andits agents, if officers, employees, contractors or affiliates, or anyone claiming by, through or under them, Landlord shall, without charge to Tenant (other than Minor Substances, as described in Section 4.7), remediate or cause to be remediated such release as required by lawapplicable environmental laws, to the extent the cost of such remediation is reimbursed by the environmental insurance currently maintained by Landlord, which insurance Landlord agrees to maintain for so long as the same is available at commercially reasonable rates. Landlord hereby agrees to remedy indemnify and defend, with counsel reasonably acceptable to Tenant (including attorneys’ fees of counsel of Tenant’s choice against which Landlord makes no reasonable objection), Tenant and Tenant’s officers, agents, and employees any such actual or suspected problem through liability, claims, and costs, including without limitation, reasonable attorneys’ fees, arising from any breach by Landlord of its obligations under this paragraph. This hold harmless and indemnity shall survive the removal expiration of Hazardous Materials at Landlord’s sole cost and expensethe Term.

Hazardous Materials. Tenant’s use of Except where the Premises failure to do so would not result in a Property Material Adverse Effect, the Mortgagor shall (A) comply with any and all Hazardous Materials Lawspresent and future Environmental Laws applicable to the Mortgaged Property, except for any items set forth on Exhibit “D”. If any Environmental Activities occur (B) not release, store, treat, handle, generate, discharge or are suspected to have occurred in violation dispose of any Hazardous Materials Laws by Tenant during the Term or if Tenant has received notice of any Hazardous Materials Claim against any portion of the Premises as a result of Tenant’s acts or omissions during the Termat, Tenant shall promptly obtain all permits and approvals necessary to remedy any such actual or suspected problem through the removal of Hazardous Materials or otherwise, and upon Landlord’s approval of the remediation plan, remedy any such problem to the satisfaction of Landlord and all applicable governmental authorities, in accordance with all Hazardous Materials Laws and good business practices. During the Term, Tenant shall immediately advise Landlord in writing of: (a) any Environmental Activities in violation of any Hazardous Materials Laws; (b) any Hazardous Materials Claims against Tenant or any portion of the Premises; (c) any remedial action taken by Tenant in response to any Hazardous Materials Claims or any Hazardous Materials on, under or about any portion of from the Premises Mortgaged Property in violation of any Hazardous Materials Laws; (d) Tenant’s discovery of any occurrence or condition on or in the vicinity of a manner that could result in any portion of the Premises that materially increase the risk that material liability under any portion of the Premises will be exposed to Hazardous Materials; present and future Environmental Law and (eC) take all communications necessary steps to or from Tenantinitiate and expeditiously complete all remedial, corrective and other action to eliminate any governmental authority or such effect. In the event the Mortgagor fails to comply with the covenants in the preceding sentence, the Mortgagee may, in addition to any other Person remedies set forth herein, as agent for the Mortgagor and at the Mortgagor’s sole cost and expense, cause any remediation, removal or response action relating to Hazardous Materials required by applicable Environmental Laws to be taken and the Mortgagor shall provide to the Mortgagee and its agents and employees access to the Mortgaged Property for such purpose. Any reasonable costs or Hazardous Materials Claims with respect to any portion of expenses incurred by the Premises, including copies thereofMortgagee for such purpose shall be immediately due and payable by the Mortgagor and shall bear interest at the Default Rate. Landlord The Mortgagee shall have the rightright at any time when an Event of Default shall have occurred and be continuing and at such other times when a potential violation of any present or future Environmental Law exists which in the Mortgagee’s reasonable judgment could result in any material liability or obligation under such Environmental Law, and except for any items noted on Exhibit “D” at Tenant’s the sole cost and expense of the Mortgagor, upon the prior written consent of the Lessor to the extent required under the Mortgaged Lease, to conduct an environmental audit of the Mortgaged Property by such persons or firms appointed by the Mortgagee, and the Mortgagor shall cooperate in all respects in the conduct of such environmental audit, including, without limitation, by providing access to the Mortgaged Property and to all records in the Mortgagor’s or any of its agents’ possession relating thereto. To the extent that any such environmental audit identifies conditions which in the Mortgagee’s reasonable judgment would result in any material liability or obligation under any present or future Environmental Law, the Mortgagor agrees (to the extent caused by the Mortgagor) to expeditiously correct, or cause the correction of, any such violation or respond to conditions giving rise to such liability or obligations in a manner which complies in all material respects with the Environmental Laws and mitigates associated health and environmental risks. The Mortgagor shall indemnify and hold the Mortgagee and each of the other Secured Parties harmless from and against all loss, cost, damage or reasonable expense (including, without limitation, Landlord’s reasonable attorneys’ and consultants’ fees and costsdisbursements) and with counsel chosen that the Mortgagee or any other Secured Party may sustain by Landlordreason of the assertion against the Mortgagee or any Secured Party by any party of any claim relating to such Hazardous Materials on, to join and participate in, as a party if it so elects, any legal proceedings under or from the Mortgaged Property or actions initiated in connection taken with any Hazardous Materials Claims. Landlord represents and warrants to Tenant that: (i) to Landlord’s knowledgerespect thereto as authorized hereunder, there are not pending claims or causes of action arising out or relating except to the Facility extent arising from the gross negligence or the Premises as willful misconduct of the Commencement Date; Mortgagee or any other Secured Party. The foregoing indemnification shall survive repayment of all Secured Obligations and (ii) to Landlord’s knowledge, no Environmental Activities in violation of any Hazardous Materials Laws have occurred prior to the Commencement Date which have not been remedied in full. Notwithstanding anything to the contrary contained herein, in no event shall Tenant be responsible for conditions of the Premises in existence prior to the Commencement Date, and, if required by law, Landlord hereby agrees to remedy any such actual release or suspected problem through the removal of Hazardous Materials at Landlord’s sole cost and expenseassignment hereof.