Common use of Hazardous Materials Clause in Contracts

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Sublease.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to Notwithstanding the best provisions of Sub-Sublandlord's actual knowledge, as Section 5 of the Sub-Sublease Commencement Date Lease, Landlord shall cause the removal, remediation or clean up of (i1) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and which are existing in the Expansion Space in violation of Laws on the date Landlord delivered to Tenant possession of the Expansion Space, (ii2) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release asbestos or use of Hazardous Materials that has occurred asbestos containing material which exists in the Expansion Space on or about before the Sublease Premisesdate Landlord delivered to Tenant possession of the Expansion Space, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except solely to the extent that clean up, removal or remediation of such materials is necessitated by the Hazardous Material construction of the Tenant Improvement Work (as defined in question was releasedExhibit B attached hereto), emitted(3) lead or lead containing material which exists in the Expansion Space on or before the date Landlord delivered to Tenant possession of the Expansion Space, usedsolely to the extent that clean up, storedremoval or remediation of such materials is necessitated by the construction of the Tenant Improvement Work (as defined in Exhibit B attached hereto) and/or (4) except to the extent caused by or released by Tenant, manufactured, transported or discharged by Sub-Subtenant, its any of Tenant’s agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agentsinvitees, employees, contractors and/or any Tenant Related Party, Hazardous Materials which first come to be present in, on or inviteesunder the Building after the date Landlord delivered possession of the Expansion Space to Tenant and such presence is a violation of Laws. Sub-Sublandlord's representations under this Section Tenant agrees to promptly notify Landlord if Tenant becomes aware of any circumstance which requires Landlord’s performance pursuant to Sections 6.02(a) (1), (2), (3) or (4) above, and Landlord’s obligation for such performance shall survive only commence after receiving such notice. Landlord represents, to its knowledge based solely upon (x) that certain Phase I Environmental Site Assessment prepared by EMG dated January 22, 2007, (y) that certain Bulk Asbestos Analysis – PLM (Project No. EO 18571) prepared by Micro Analytical Laboratories, Inc. dated February 19, 2008, and (z) the termination current actual knowledge of this Sub-Sublease.Xxxxxxxx Xxxxx (Leasing Director – San Francisco Region), that the Expansion Space is free of Hazardous Materials in amounts and conditions which are in violation of applicable Laws. To the extent that such

Hazardous Materials. Sub-Sublandlord represents (A) No Hazardous Materials (as defined herein) shall be Handled (as defined herein) upon, about, above or beneath the Premises or any portion of the Building or the Project, if applicable. by or on behalf of a Responsible Party (as defined herein), unless the Hazardous Materials are iisted in Exhibit D hereto and warrants to Sub-Subtenant then only in the quantities listed in the exhibit. Any such Hazardous Materials so Handled, or the presence or migration of which is a result of the act or omission of a Responsible Party, shall be known as Tenant's Hazardous Materials. Notwithstanding the foregoing, Landlord acknowledges that, due to Tenant's permitted use of the best of Sub-Sublandlord's actual knowledgePremises, as indicated in Paragraph 6.01 of this Lease, Tenant will occasionally Handle Hazardous Materials on the Sub-Sublease Commencement Date (i) the Sublease Premises which are in transit to their final destination; however, such presence and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are Handling 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 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 lawswill 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 incompatible or reactive to each other shall be kept separate at all times such Materials are on the Premises; (iv) Hazardous Materials shall only be Handled on the Premises for a maximum period of twenty-four (24) hours; (v) Tenant shall provide written documents or other written evidence to Landlord upon execution of the Lease 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) Sub-SublandlordTenant will provide Landlord with written evidence that all of its employees whose responsibilities include driving Tenant's handlingtrucks or other vehicles are licensed in accordance with state, transportationfederal and local laws and regulations to transport and Handle Hazardous Materials. Also, storagenotwithstanding the foregoing, treatment, disposal, release or use normal quantities of those Tenant Hazardous Materials that has occurred on or about customarily used in the Sublease Premisesconduct of general administrative and executive office activities (e.g., or copier fluids and cleaning supplies) may be Handled at the soil, groundwater or surface water thereof, Premises without Landlord's prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleaseconsent.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, Sublessor hereby agrees that to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of extent any Hazardous Materials Lawsare currently located in, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about around the Sublease Premises, or the soil, groundwater or surface water thereof. Except Subleased Premises and to the extent that any Hazardous Materials are found in, on or around the Hazardous Material Subleased Premises and/or the Land after the date of full execution and delivery of this Sublease and same were not placed in question was released, emitted, used, stored, manufactured, transported or discharged the Subleased Premises by Sub-SubtenantSublessee, its agents, employees, contractors, officersinvitees or licensees, directorsSublessor shall be responsible for all costs in connection with same, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant which costs shall not be responsible forincluded in Operating Expenses. Sublessor agrees to promptly remediate all such Hazardous Materials to the extent required by law (or any governmental agency with jurisdiction thereon) to be removed, shall keep Sublessee informed as to the scheduling of any such remedial or related work, and Sub-Subtenant shall indemnify, defend and hold Sublessee harmless in connection therewith. Sublessor acknowledges that in connection with this Sublease, Sublessee shall be performing a Phase 1 environmental survey and conducting other environmental and related testing. Sublessor warrants, that except as provided by Exhibit “H” attached hereto and made a part hereof (the Sub-Subtenant Parties hereby are released from“Disclosure Notice”), neither Sublessor, the Prime Lessor nor any claimpreceding owners, remediation obligationlessees or sublessees of the Land or Subleased Premises have used all, investigation obligationor any portion, monitoring obligationof same for the production, removal obligationdisposal or storage of any Hazardous Materials (as defined below), liability, cause and Sublessor is not aware of action, penalty, attorneys' fee, consultant's cost, expense any such prior use or damage owing any proceeding or alleged to be owing inquiry by a governmental authority with respect to the presence of such waste or substance on the property or the movement thereof from or to adjoining property. Sublessor warrants there is no asbestos in the Subject Building and Parking Facility. Sublessor will not, at any Hazardous Material present on time, use or permit the use of any portion of Subleased Premises, the Buildings, Parking Facilities, the Land beneath any of them, or the Site, to be used in violation of any Applicable Laws, including those relating to environmental conditions on, under or about the Sublease PremisesSite, or including but not limited to asbestos, soil and ground water conditions and Hazardous Materials. Further, Sublessor’s cost for the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release removal of Hazardous Materials from Sublessor’s Subleased Premises or the Project shall be excluded from Operating Expenses which would otherwise be passed through to Sublessee inclusive of any material which is deemed toxic presently or in the future. Sublessor shall defend, indemnify and hold Sublessee harmless from and against any and all losses, costs (including reasonable attorneys’ fees), liabilities and claims arising from any violations of the Applicable Laws and/or the existence of Hazardous Materials that are now or hereinafter become located in, on or under the Site, and shall assume full responsibility and cost to remedy such violations and/or the existence of Hazardous Materials, provided and to the extent that such violation or the existence of Hazardous Materials is not caused by Sub-SublandlordSublessee. Hazardous Materials shall include, its agentsbut shall not be limited to, employeessubstances requiring investigation, contractors removal or inviteesremediation under any federal, state or local statute, regulation, ordinance or policy including substances defined as “hazardous substances” or “toxic substances” in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 1802; the Resource Conservation Recovery Act, 42 U.S.C. Section 6901, et. Sub-Sublandlord's representations seq.; or those substances defined as “hazardous wastes” in applicable codes in the State of California or the State where the Premises are located and in the regulations adopted and publications promulgated to such codes. Sublessee shall have the right to use and store Hazardous Materials (so long as such does not require a permit under this Section the Resource Conservation Recovery Act) in the Subleased Premises with concurrent notice of such to Sublessor including any applicable Material Safety Data Sheets. Sublessee shall survive not, at any time, use any portion of the termination Subleased Premises or Project in violation of this Sub-Subleaseany Regulations. Sublessee shall defend, indemnify and hold Sublessor harmless from and against any and all losses, costs (including reasonable attorneys’ fees), liabilities and claims arising from the existence of Hazardous Materials that hereinafter become located in, on or under the Project caused by Sublessee.

Hazardous Materials. Sub-Sublandlord represents Tenant covenants and warrants to Sub-Subtenant thatagrees that it will not, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are except in strict compliance with all applicable law and regulations, cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposes of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease PremisesBuilding, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged portion thereof by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, “Tenant’s Parties”), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Upon the expiration or earlier termination of this Lease but subject to Landlord’s right to oversee remediation described below, Tenant agrees to promptly remove from the Premises, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building, the Project or any portion thereof by Tenant or any of Tenant’s Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord’s partners, officers, directors, shareholdersemployees, agents, subsidiaries of any tier, affiliates, successors or and assigns ("Sub-Subtenant collectively, “Landlord Indemnified Parties"”) Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' fee’ fees, consultant's costconsultant fees and expert fees and court costs) but only to the extent that any of the foregoing arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, the Building, the Project or the soil, groundwater any other portion thereof that are caused or surface water thereof, as a result knowingly permitted by Tenant or any of the storage, disposal, use, Tenant’s Parties. Tenant agrees to promptly notify Landlord of any release or suspected release of Hazardous Materials at the Premises of which Tenant becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordTenant or any other persons or entities. In the event of any release of Hazardous Materials caused or knowingly permitted by Tenant or any of Tenant’s Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord reasonably deems necessary or appropriate to remediate such release and prevent any similar future release. In the event that any act or omission of Tenant, any Tenant Party, or any agent, contractor, employer, affiliate or invitee of either of the same shall cause or result in any release of any Hazardous Material (including, without limitation, the groundwater and subsurface soils under the Property), the Building or the environment or contamina­tion of any of the same by any Hazardous Material (collectively, a “Tenant Release”), Landlord may require (a) that Landlord shall exclusively conduct in good faith all investigatory, scoping and planning activities with respect to such Tenant Release; the preparation and negotiation (with the relevant governmental authorities) of any action plan or remediation plan required, necessary or convenient with respect to such Tenant Release in order to comply with all applicable Laws or to otherwise restore the affected portion of the Premises to its agentscondition immediately prior to such Tenant Release, employeesall as determined in good faith by Landlord; the selection of all consul­tants and contractors to investigate the need for, contractors scope, perform and monitor any such remediation or invitees. Sub-Sublandlord's representations abatement of such Tenant Release; and all other matters relating to the investigation and remediation of any such Tenant Release, or (b) that Tenant shall perform such of the activities as described in the preceding clause (a) with respect to the Tenant Release in question as Landlord shall designate, and in all cases Tenant shall reimburse Landlord for all costs and expenses from time to time incurred or expended by Landlord under this Section shall survive the termination Paragraph 7.3 within ten (10) days of this Sub-SubleaseLandlord’s written demand therefor, or at Landlord’s election bear such costs and expenses directly.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledgeThe term “Hazardous Substances”, as used in this lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the use and/or the removal of which is required or the use of which is restricted, prohibited or penalized by any “Environmental Law”, which term shall mean any federal, state or local law, ordinance or other statute of a governmental or quasi governmental authority relating to pollution or protection of the Sub-Sublease Commencement Date environment. Tenant hereby agrees that (iA) no activity will be conducted on the Premises that will produce any Hazardous Substance, except for such activities that are part of the ordinary course of Tenant’s business activities (the “Permitted Activities”) provided said Permitted Activities are conducted in accordance with all Environmental Laws and have been approved in advance in writing by Landlord; Tenant shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (B) the Sublease Premises and will not be used in any manner for the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation storage of any Hazardous Substances except for the temporary storage of such materials that are used in the ordinary course of Tenant’s business (the “Permitted Materials”) provided such Permitted Materials Laws, pending claims or pending investigations with respect are properly stored in a manner and location meeting all Environmental Laws and approved in advance in writing by Landlord; (C) Tenant will not permit any Hazardous Substances to be brought onto the presence of Hazardous Materials on or about the Sublease Premises, Building, or surrounding land, except for the soilPermitted Materials described above, groundwater and if so brought or surface water thereoffound located thereon, the same shall be immediately removed, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. Except to the extent Should it be determined, in Landlord’s sole opinion, that the Hazardous Material in question was released, emittedsaid Permitted Materials are being improperly stored, used, storedor disposed of, manufacturedthen Tenant shall immediately take such corrective action as requested by Landlord. Should Tenant fail to take such corrective action within 24 hours, transported Landlord shall have the right to perform such work and Tenant shall promptly reimburse Landlord for any and all costs associated with said work. If at any time during or discharged by Sub-Subtenantafter the Lease Term, the Premises is found to be so contaminated or subject to said conditions, Tenant shall diligently institute proper and thorough cleanup procedures at Tenant’s sole cost, and Tenant agrees to indemnify, defend and hold harmless Landlord, its lenders, any managing agents and leasing agents of the Premises, and their respective agents, employees, contractorspartners, officers, directorsdirectors and employees, shareholdersfrom all claims, successors demands, actions, liabilities, costs, expenses, damages (actual or assigns ("Sub-Subtenant Parties"punitive) Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, obligations of any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense nature arising from or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release use of Hazardous Materials the Premises by Sub-Sublandlord, its agents, employees, contractors or inviteesTenant. Sub-Sublandlord's representations under this Section The foregoing indemnification and the responsibilities of Tenant shall survive the termination or expiration of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, If the Leased Property was owned or operated by Tenant prior to the best date Landlord acquired such Leased Property, then Tenant, subject to the facts disclosed in any Phase I environmental report obtained by Landlord with respect to the acquisition of Sub-Sublandlord's actual knowledgethe respective Leased Property, warrants and represents to Landlord as of the Sub-Sublease date of this Agreement and as of the Commencement Date of each Lease the following: (a) no Hazardous Materials (as hereinafter defined) have been installed, used, generated, manufactured, treated, handled, refined, produced, processed, stored or disposed of, or otherwise present in, on or under the Leased Property by or to Tenant's knowledge; (b) no activity has been undertaken on the Leased Property by Tenant or to Tenant's knowledge which would cause (i) the Sublease Premises and Leased Property to become a hazardous waste treatment, storage or disposal facility within the operations conducted thereof by Sub-Sublandlord prior to meaning of, or otherwise bring the Sub-Sublease Commencement Date are in compliance with all Leased Property within the ambit of, any Hazardous Materials laws; and Law (as hereinafter defined), (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, a release or use threatened release of Hazardous Materials that has occurred on from the Leased Property within the meaning of, or about otherwise bring the Sublease PremisesLeased Property within the ambit of, any Hazardous Materials Law or (iii) the discharge of Hazardous Materials into any watercourse, body of surface or subsurface water or wetland, or the soil, groundwater or surface water thereof, prior discharge into the atmosphere of any Hazardous Materials which would require a permit under any Hazardous Materials Law; (c) no activity has been undertaken with respect to the Sub-Sublease Commencement DateLeased Property by Tenant or to Tenant's knowledge which would cause a violation or support a claim under any Hazardous Materials Law; (d) no investigation, administrative order, litigation or settlement with respect to any Hazardous Materials is in existence with respect to the Leased Property, nor, to Tenant's knowledge, is any of the foregoing threatened; (e) no notice has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor received by Tenant from any settlements reached with Person claiming any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials LawsLaw, pending claims or pending investigations requiring compliance with respect to the presence of any Hazardous Materials on or about the Sublease PremisesLaw, or the soildemanding payment or contribution for environmental damage or injury to natural resources; (f) Tenant has not obtained and, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was releasedTenant's knowledge, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall is not be responsible forrequired to obtain, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromTenant has no knowledge of any reason Landlord will be required to obtain, any claimpermits, remediation obligationlicenses, investigation obligationor similar authorizations to occupy, monitoring obligation, removal obligation, liability, cause operate or use the Improvements or any part of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to the Leased Property by reason of any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-SubleaseLaw.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant thatA. Tenant shall not transport, to the best of Sub-Sublandlord's actual knowledgeuse, store, maintain, generate, manufacture, handle, dispose, release, discharge, spill or leak any “Hazardous Material” (as defined below), or permit Tenant’s employees, agents, contractors, or other occupants of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are engage in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred such activities on or about the Sublease PremisesProject. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily and lawfully used in the business which Tenant is permitted to conduct in the Premises under this Lease, but only as an incidental and minor part of such business, provided: (i) such substances shall be properly labeled, contained, used and stored only in small quantities reasonably necessary for such permitted use of the Premises and the ordinary course of Tenant’s business therein, strictly in accordance with applicable Laws and the manufacturers’ instructions therefor, and as Landlord shall reasonably require, (ii) Tenant shall provide Landlord with ten (10) business days’ advance notice and current Material Safety Data Sheets (“MSDSs”) therefor, (iii) such substances shall not be disposed of, released, discharged or the soil, groundwater permitted to spill or surface water thereof, prior to the Sub-Sublease Commencement Date, has been leak in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, Premises or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns Project ("Sub-Subtenant Parties") Sub-Subtenant and under no circumstances shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on be disposed of within the drains or about plumbing facilities in or serving the Sublease PremisesPremises or Project or in any other public or private drain or sewer, regardless of quantity or concentration), (iv) if any applicable law or Landlord’s trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Tenant shall make arrangements at Tenant’s expense for such disposal in approved containers directly with a qualified and licensed disposal company at a lawful disposal site, (v) any remaining such substances shall be completely, properly and lawfully removed from the soil, groundwater Premises and the Project upon expiration or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the earlier termination of this Sub-SubleaseLease, and (vi) for purposes of removal and disposal of any such substances, Tenant shall be named as the owner, operator and generator, shall obtain a waste generator identification number, and shall execute all permit applications, manifests, waste characterization documents and any other required forms.

Hazardous Materials. Sub-Sublandlord represents Subtenant expressly acknowledges and warrants to Sub-Subtenant thatagrees that it shall perform all removal, decontamination, compliance, reporting and remediation obligations in respect of the Subleased Premises to the best of Sub-Sublandlord's actual knowledge, as extent required by Section 5.3 of the Sub-Sublease Commencement Date Master Lease, which has been incorporated herein by reference. If any written report, including any report containing results of any Environmental Assessment (as defined in the Master Lease) (an “Environmental Report”) shall indicate (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all presence of any Hazardous Materials laws; as to which Subtenant has a removal or remediation obligation under Section 5.3 of the Master Lease, and (ii) Sub-Sublandlord's handlingthat as a result of same, transportationthe investigation, storagecharacterization, treatmentmonitoring, disposalassessment, release or use of Hazardous Materials that has occurred on or about the Sublease Premisesrepair, closure, remediation, removal, or other clean-up (the soil, groundwater or surface water thereof, prior to the Sub“Clean-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation up”) of any Hazardous Materials Lawsis required pursuant to Section 5.3 of the Master Lease, pending claims or pending investigations with respect Subtenant shall immediately prepare and submit to Sublandlord and Master Landlord within thirty (30) days after receipt of the Environmental Report a comprehensive plan, subject to Sublandlord’s and Master Landlord’s written approval, specifying the actions to be taken by Subtenant to perform the Clean-up so that the Subleased Premises are restored to the presence conditions required by Section 5.3 of the Master Lease. Upon Sublandlord’s and Master Landlord’s approval of the Clean-up plan, Subtenant shall, at Subtenant’s sole cost and expense, without limitation of any rights and remedies of Sublandlord or Master Landlord under this Sublease, immediately implement such plan with a consultant reasonably acceptable to Sublandlord and Master Landlord and proceed to Clean-Up Hazardous Materials on or about the Sublease Premisesin accordance with all Applicable Laws and as required by such plan and this Sublease. If, within thirty (30) days after receiving a copy of such Environmental Report, Subtenant fails either (a) to complete such Clean-up, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties"b) Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on Clean-up that cannot be completed within such thirty (30) day period, fails to proceed with diligence to prepare the Clean-up plan and complete the Clean-up as promptly as practicable, then Sublandlord shall have the right, but not the obligation, and without waiving any other rights under this Sublease, to carry out any Clean-up recommended by the Environmental Report or about required by any governmental authority having jurisdiction over the Sublease Subleased Premises, or the soil, groundwater or surface water thereof, as a result and recover all of the storagecosts and expenses thereof from Subtenant as Additional Rent, disposal, use, or release payable within ten (10) days after receipt of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleasewritten demand therefor.

Hazardous Materials. Sub-Sublandlord represents and warrants Except as provided below, Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Development, the Industrial Park or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged portion thereof by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, "Tenant's Parties"), without the prior written consent of Landlord, which consent Landlord shall not unreasonably withhold (subject to the terms and conditions of this Lease). Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building, the Development, the Industrial Park or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, shareholdersemployees, agents, successors or and assigns (collectively, "Sub-Subtenant Landlord Indemnified Parties") Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' feefees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, the Building or the soil, groundwater Development or surface water thereof, as a result any other portion of the storage, disposal, use, Industrial Park and which are caused or permitted by Tenant or any of Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials at the Premises, which Tenant becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordTenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant's Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems reasonably necessary or appropriate to remediate such release and prevent any similar future release to the reasonable satisfaction of Landlord and Landlord's mortgagee(s). As used in this Lease, the term "Hazardous Materials" shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs"), and Freon and other chlorofluorocarbons. Notwithstanding the foregoing, Tenant may, without Landlord's prior consent, but in compliance with all Applicable Laws, use any ordinary and customary materials reasonably required to be used by Tenant in the normal course of Tenant's use of the Premises as permitted hereunder provided that Tenant's handling, storage, use and disposal procedures are in compliance with all Applicable Laws and the CC&Rs and so long as each such use does not expose the Premises or neighboring property to any meaningful risk of contamination or damage or expose Landlord to any liability therefor. Landlord shall have the right upon the expiration or earlier termination of the Term of this Lease, to cause, at Landlord's cost (except as provided below), a duly qualified and licensed environmental consultant to conduct an environmental audit of the Premises. The identity of the consultant and the scope and detail of the audit shall be subject to Landlord's reasonable discretion. Landlord shall provide Tenant with a copy of such audit or report promptly after the same becomes available. If the audit recommends additional testing, then Tenant shall conduct such tests at its agentsexpense. If the audit and/or tests reveal the presence of Hazardous Materials at, employeeson or under the Premises attributable to Tenant's activities at the Premises, contractors then Tenant shall reimburse Landlord for the cost of such audit and shall remediate and mitigate the same, at its expense, as necessary to obtain a final "no further action" letter (or inviteesequivalent) from all governmental agencies having jurisdiction. Sub-SublandlordIn addition, if at any time during the Term Tenant is required to file reports or manifests concerning its use of Hazardous Materials at the Premises or concerning Hazardous Materials contamination or remediation, then Tenant shall concurrently provide Landlord with a copy of the same. Landlord represents and warrants that, as of the Date of this Lease, to Landlord's representations actual knowledge, except as disclosed in writing to Tenant, there are no Hazardous Materials located on or under the Premises, the Building or the Development. For purposes of this Section shall Lease, "Landlord's actual knowledge" means the actual knowledge of Xxxxxxx Xxxx and/or Xxxxxxx X. Xxxxxxx, without duty of investigation. The provisions of this subparagraph 8(c) will survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Tenant shall not cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmentgenerated, disposalreleased into the environment or disposed of in, release or use of Hazardous Materials that has occurred on on, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Project by Sub-SubtenantTenant, its agents, employees, contractorscontractors or invitees, officerswithout the prior written consent of Landlord, directorswhich consent Landlord may withhold in its sole and absolute discretion. Landlord, shareholdersin the sole and absolute discretion, successors may consent to Tenant’s generation, storage or assigns use of Hazardous Materials on or in the Premises provided Tenant demonstrates to Landlord, in its sole and absolute judgment, that such Hazardous Materials ("Sub-Subtenant Parties"in incidental quantities) Sub-Subtenant shall not are necessary to or required as part of Tenant’s business and will be responsible forgenerated, used, kept, stored and/or disposed of in a manner that complies with all laws regulating any such Hazardous Materials and with good business practices and provided ___ _____ __ _________ the written consent of Landlord, and Sub-Subtenant provided further the Tenant indemnifies Landlord form any and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing all liability with respect to any such Hazardous Material present on Materials as more particularly described below. Upon the expiration or about sooner termination of this Lease, Tenant covenants to remove form the Sublease Premises, the Building and/or the Project, at its sole cost and expense any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials, which are brought upon, stored, used, generated or released into the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials environment by Sub-SublandlordTenant, its agents, employees, contractors or invitees. Sub-Sublandlord's representations To the fullest extent permitted by law, Tenant hereby indemnifies Landlord and agrees to hold Landlord, the Premises, the Building and the Project free and harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, diminution in the value of the Premises or the Project, damages for the loss or restriction or use of rentable of usable space or of any amenity of the Premises, the Building, the Common Areas or any other portion of the Project, and sums paid in settlement of claims, attorneys’ fees, consultant fees and expert fees) which arise during or after the Lease Term directly or indirectly form the presence of Hazardous Materials on, in or about the Premises, the Building or any other portion of the Project which is caused or permitted by Tenant, its agents, employees, contractors or invitees. This indemnification in the foregoing sentence by Tenant of Landlord includes, without limitation, any and all costs incurred in connection with any investigation of 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 the presence of such Hazardous Materials in, on or about the Premises, the Building, the Common Areas or the soil or ground water on or under this Section the Project or any portion thereof. Tenant shall survive promptly notify Landlord of any release of Hazardous Materials in, on or about the termination Premises or any other portion of the Project which Tenant becomes aware of during the Term of this Sub-Sublease.Lease, whether caused by Tenant or any other persons or entities. As used in this Lease, the term “Hazardous Materials” shall mean and include any hazardous or toxic materials, substances or wastes including (A) those materials identified in Sections 66680 through 66685 and Sections 66693 through 66740 of Title 22 of the California Administrative Code, Division 4, Chapter 30, as amended from time to time, (B) those materials defined in Section 2550 (1) of the California Health and Safety code, (C) any materials, substances or wastes which are toxic, ignitable, corrosive or reactive and which are regulated by any local governmental authority, any agency of the State of California or any agency of the United States Government, (D) asbestos, (E) petroleum and petroleum based products, (F) urea formaldehyde foam insulation, (G) polychlorinated biphenyis (“PCBs”), and (H) xxxxx and other chlorofluorocarbons. * *See Addendum Paragraph 7

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute “Hazardous Materials” as defined in this Lease), Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Project by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, “Tenant’s Parties”), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Upon the expiration or earlier termination of this Lease, Xxxxxx agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant’s Parties. To the fullest extent permitted by law, Xxxxxx agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord’s partners, officers, directors, shareholdersemployees, agents, successors or and assigns ("Sub-Subtenant collectively, “Landlord Indemnified Parties"”) Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' fee’ fees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storage, disposal, use, Project and which are caused or permitted by Tenant or any of Tenant’s Parties. Xxxxxx agrees to promptly notify Landlord of any release of Hazardous Materials in the Premises, the Building or any other portion of the Project which Tenant becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordTenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant’s Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems necessary or appropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Xxxxxxxx’s mortgagee(s). At all times during the Term of this Lease, Landlord will have the right, but not the obligation, to enter upon the Premises to Inspect, investigate, sample and/or monitor the Premises to determine if Tenant is in compliance with the terms of this Lease regarding Hazardous Materials. As used in this Lease, the term “Hazardous Materials” shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls (“PCBs”), and freon and other chlorofluorocarbons. Tenant shall give Landlord written notice of any evidence of Mold, water leaks or water infiltration in the Premises and/or within the Project, promptly upon discovery of same. At its agentsexpense, employeesTenant shall investigate, contractors clean up and remediate any Mold in the Premises resulting from any acts or inviteesomissions of Tenant and/or any of Tenant’s Parties. Sub-Sublandlord's representations under Investigation, clean up and remediation may be performed only after Tenant has Xxxxxxxx’s written approval of a plan for such remediation. All clean up and remediation shall be done in compliance with all applicable Laws and to the reasonable satisfaction of Landlord. As used in this Lease, “Mold” means mold, fungi, spores, microbialmatter, mycotoxins and microbiological organic compounds. The provisions of this Section shall 6.6 will survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (a) Tenant (i) will not conduct any activity on the Sublease Premises that will use or produce any Hazardous Materials, 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 operations conducted thereof by Sub-Sublandlord prior Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the 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 to be brought onto the Sub-Sublease Commencement Date are Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingare brought or found on the Premises in violation of the above provisions of this Section, transportationthe same shall be immediately removed by Tenant, storage, treatment, with proper disposal, release and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or use after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Hazardous Materials that has occurred Tenant’s failure to comply with the foregoing provisions, 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 such failure. 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 about the Sublease Premises, or the soil, groundwater or surface water manufacturers thereof, prior together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to the Sub-Sublease Commencement Date, has been in compliance with Landlord upon Landlord’s request therefor. Tenant shall remove all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to existing in or on the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, Premises as a result of the storageactivities of Tenant or any of Tenant’s Invitees 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, disposalsubject to the provisions of Section 7.10, useenter the Premises and conduct environmental inspections and tests therein as it may require from time to time, or release provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business and shall provide Tenant with a copy of Hazardous Materials by Sub-Sublandlordany final reports from such inspections and tests, its agents, employees, contractors or inviteesand provided further than any invasive inspections and tests shall be subject to the immediately following sentence. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Sublease.Such environmental inspections may include invasive work so long as

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant thatFor purposes of this Lease, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date term "Hazardous Materials" means (i) any "hazardous material'' as defined in Section 25501 (o) of the Sublease California Health and Safety Code, (ii) hydrocarbons, polychlorinated biphenyls or asbestos, (iii) any toxic or hazardous materials, substances, wastes or materials as defined pursuant to any other applicable state, federal or local law or regulation, and (iv) any other substance or matter which may result in liability to any person or entity as a result of such person's possession, use, storage, release or distribution of such substance or matter under any statutory or common law theory. Tenant shall not cause any Hazardous Materials to be introduced on, under, from or about the Premises (including without limitation the soil and groundwater thereunder) without the prior written consent of Landlord, which consent may be given or withheld in Landlord's sole and absolute discretion. Notwithstanding the foregoing, Tenant shall have the right, without obtaining prior written consent of Landlord, to use standard and commercially reasonable quantities of any fuel necessary for Tenant to operate the Generator (as defined in Exhibit G hereto), and to utilize within the Premises a reasonable quantity of standard office products that may contain Hazardous Materials (such as photocopy toner, "White Out", and the operations conducted thereof by Sub-Sublandlord prior like), and provided however, that (i) Tenant shall maintain such products :n their original retail packaging, shall follow all instructions on such packaging with respect to the Sub-Sublease Commencement Date are in compliance storage, use and disposal of such products, and shall otherwise comply with all Hazardous Materials laws; applicable laws with respect to such products, and (ii) Sub-Sublandlordall of the other terms and provisions of this Section 5.3 shall apply with respect to Tenant's handling, transportation, storage, treatmentuse and disposal of all such products. Landlord may, disposalin its sole but reasonable discretion, release or use place such conditions as Landlord deems appropriate with respect to Tenant's use, storage and/or disposal of any Hazardous Materials requiring Landlord's consent. If Tenant uses any Hazardous Materials requiring Landlord's consent, then Tenant understands that has occurred Landlord may utilize an environmental consultant to assist in determining conditions of approval in connection with the storage, use, release, and/or disposal of such Hazardous Materials by Tenant on or about the Sublease Premises, or and/or to conduct periodic inspections of the soilstorage, groundwater or surface water thereofgeneration, prior use, release and/or disposal of such Hazardous Materials by Tenant on and from the Premises, and Tenant agrees that any reasonable out-of-pocket costs incurred by Landlord in connection therewith shall be reimbursed by Tenant to Landlord as additional rent hereunder promptly upon demand. Prior to the Sub-Sublease execution of this Lease, Tenant shall complete, execute and deliver to Landlord a Hazardous Material Survey Form (the "Survey Form") in the form of Exhibit J attached hereto. The completed Survey Form shall be deemed incorporated into this Lease for all purposes, and Landlord shall be entitled to rely fully on the information contained therein. If Tenant uses any Hazardous Materials requiring Landlord's consent, then on each anniversary of the Commencement DateDate until the expiration or sooner termination of this Lease, has been Tenant shall disclose to Landlord in compliance with writing the names and amounts of all Hazardous Materials Lawswhich were stored, generated, used, released and/or disposed of on, under or about the Premises for the twelve-month period prior thereto, and which Tenant desires to store, generate, use, release and/or dispose of on, under or about the Premises for the succeeding twelvemonth period. Sub-Sublandlord further represents and warrants thatIn addition, to the best extent Tenant is permitted to utilize Hazardous Materials upon the Premises, Tenant shall promptly provide Landlord with complete and legible copies of Suball the following environmental documents relating thereto: reports filed pursuant to any self-Sublandlordreporting requirements; permit applications, permits, monitoring reports, emergency response or action plans, workplace exposure and community exposure warnings or notices and all other reports, disclosures, plans or documents (even those which may be characterized as confidential, but subject to Landlord's actual knowledgesigning . Tenant's standard non-disclosure agreement, no litigation has been brought provided such agreement is reasonable) relating to water discharges, air pollution, waste generation or threateneddisposal, nor any settlements reached with any governmental and underground storage tanks for Hazardous Materials; orders, reports, notices, listings and correspondence (even those which may be considered confidential) of or private party, involving Sub-Sublandlord and concerning the actual release, investigation, compliance, cleanup, remedial and corrective actions, and abatement of Hazardous Materials; and all complaints, pleadings and other legal documents filed by or alleged presence against Tenant related to Tenant’s storage, generation, use, release and/or disposal of Hazardous Materials on the Project. Landlord and its agents shall have the right, but not the obligation, to inspect, sample and/or monitor the Premises and/or the soil or groundwater thereunder at any time to determine whether Tenant is complying with the terms of this Section 5.3, and in connection therewith Tenant shall provide Landlord with full access to all facilities, records and personnel related thereto. If Tenant is not in compliance with any of the provisions of this Section 5.3, or in the event of a release of any Hazardous Material on, under, from or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Premises caused by Sub-SubtenantTenant, its agents, employees, contractors, officerslicensees, directorssubtenants or invitees in violation of applicable law or this Lease, shareholdersLandlord and its agents shall have the right, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant but not the obligation, without limitation upon any of Landlord's other rights and remedies under this Lease, to immediately enter upon the Premises without notice in the event of an emergency, but otherwise with reasonable prior notice, and to discharge Tenant's obligations under this Section 5.3 at Tenant's expense. Landlord and its agents shall endeavor to minimize interference with Tenant's business in connection therewith, and shall not be responsible forliable for any such interference. In addition, Landlord, at Tenant's expense, shall have the right, but not the obligation, to join and Sub-Subtenant and participate in any legal proceedings or actions initiated in connection with any claims arising out of the Sub-Subtenant Parties hereby are released fromstorage, generation, use, release and/or disposal by Tenant or its agents, employees, contractors, licensees, subtenants or invitees of Hazardous Materials on, under, from or about the Premises in violation of applicable law or this Lease. If the presence of any Hazardous Materials on, under, from or about the Premises or the Project caused by Tenant or its agents, employees, contractors, licensees, subtenants or invitees results in (i) injury to any person, (ii) injury to or any contamination of the Premises or the Project, or (iii) injury to or contamination of any real or personal property wherever situated, Tenant, at its expense, shall promptly take all actions necessary to remedy or repair any such injury or contamination, including without limitation, any claimcleanup, remediation obligationremediation, investigation obligationremoval, monitoring obligationdisposal, removal obligationneutralization or other treatment of any such Hazardous Materials as and to the extent required by applicable law. Notwithstanding the foregoing, liabilityTenant shall not, cause without Landlord's prior written consent, which consent shall not be unreasonably withheld, take any remedial action in response to the presence of actionany Hazardous Materials on, penaltyunder, attorneys' feefrom or about the Premises or the Project or any other affected real or personal property owned by Landlord or enter into any similar agreement, consultant's costconsent, expense decree or damage owing or alleged to be owing other compromise with any governmental agency with respect to any Hazardous Material present on Materials claims; provided however, Landlord's prior written consent shall not be necessary in the event that the presence of Hazardous Materials on, under, from or about the Sublease Premises, Premises or the soilProject or any other affected real or personal property owned by Landlord (i) imposes an immediate threat to the health, groundwater safety or surface water thereofwelfare of any individual and (ii) is of such a nature that an immediate remedial response is necessary and it is not possible to obtain Landlord's consent before taking such action. To the fullest extent permitted by law, as a result Tenant shall indemnify, hold harmless, protect and defend (with attorneys reasonably acceptable to Landlord and Tenant's insurance carrier) Landlord and any successors to all or any portion of Landlord's interest in the Premises and the Project and any other real or personal property owned by Landlord from and against any and all liabilities, losses, damages, diminution in value, judgments, fines, demands, claims, recoveries, deficiencies, costs and expenses (including without limitation attorneys' fees, court costs and other professional expenses), whether foreseeable or unforeseeable, arising directly or indirectly out of the use, generation, storage, disposaltreatment, userelease, on- or release off-site disposal or transportation of Hazardous Materials on, into, from, under or about the Premises, the Building or the Project in violation of applicable law or this Lease caused by Sub-SublandlordTenant, its agents, employees, contractors contractors, licensees, subtenants or invitees. Sub-SublandlordSuch indemnity obligation shall specifically include, without limitation, the cost of any required or necessary repair, restoration, cleanup or detoxification of the Premises. the Building and the Project in accordance with applicable law, the preparation of any closure or other required plans, whether such action is required or necessary during the Term or after the expiration of this Lease and any loss of rental due to the inability to lease the Premises or any portion of the Building or Project as a result of such Hazardous Materials, the remediation thereof or any repair, restoration or cleanup related thereto. If it is at any time discovered that Tenant or its agents, employees, contractors, licensees, subtenants or invitees may have caused the release of any Hazardous Materials on, under, from or about the Premises, the Building or the Project in violation of applicable law or this Lease, Tenant shall, at Landlord's representations request, promptly prepare and submit to Landlord a comprehensive plan, subject to Landlord's reasonable approval, specifying the actions to be taken by Tenant to remediate such Hazardous Materials in accordance with applicable law. Upon Landlord's approval of such plan, Tenant shall, at its expense, and without limitation of any rights and remedies of Landlord under this Lease or at law or in equity, as soon as reasonably possible implement such plan and proceed to cleanup, remediate and/or remove all such Hazardous Materials in accordance with all applicable laws and as required by such plan. The provisions of this Section 5.3(e) shall expressly survive the expiration or sooner termination of this SubLease. Landlord hereby discloses to Tenant, and Tenant hereby acknowledges, certain facts relating to Hazardous Materials at the Project known by Landlord to exist as of the date of this Lease, as more particularly described in Exhibit H attached hereto. Notwithstanding the foregoing or anything to the contrary contained in this Lease, Tenant shall have no liability or responsibility with respect to the Hazardous Materials facts described in Exhibit H, nor with respect to any Hazardous Materials that were not introduced by Tenant, its agents, employees, contractors, licensees, subtenants or invitees in violation of applicable law or this Lease. Notwithstanding the preceding two sentences, Tenant agrees to use reasonable efforts to notify its agents, employees, contractors, licensees, subtenants, and invitees of any exposure or potential exposure to Hazardous Materials at the Premises that Landlord brings to Tenant's attention. Tenant hereby acknowledges that this disclosure satisfies any obligation of Landlord to Tenant pursuant to California Health & Safety Code Section 25359.7, or any amendment or substitute thereto or any other disclosure obligations of Landlord. Landlord shall take responsibility, at its sole cost and expense, for any governmentally ordered clean-Subleaseup, remediation, removal, disposal, neutralization or other treatment of those Hazardous Materials conditions described in Section 5.3(f) above for which Tenant has no liability or responsibility. The foregoing obligation on the part of Landlord shall include the reasonable costs (including, without limitation, reasonable attorney's fees) of defending Tenant from and against any legal action or proceeding instituted by any governmental agency in connection with such clean-up, remediation, removal, disposal, neutralization or other treatment of such conditions, provided that Tenant promptly tenders such defense to Landlord. Tenant agrees to notify its agents, employees, contractors, licensees, and invitees of any exposure or potential exposure to Hazardous Materials at the Premises that Landlord brings to Tenant's attention. Except as disclosed in Section 5.3(f) above (and/or as may otherwise be disclosed to Tenant in writing), Landlord warrants that, to "Landlord's knowledge" (as hereinafter defined), there are no Hazardous Materials in or about the Premises as of the date of this Lease which are in violation of any applicable federal, state or local law, ordinance or regulation. As used herein, "Landlord's knowledge" shall mean the actual knowledge, without duty of inquiry or investigation, of the current employees or authorized agents of Landlord responsible for Hazardous Materials compliance matters.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies typically used in the ordinary course of business within office buildings, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute "Hazardous Materials" as defined in this Lease), Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Development by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, officersassignees, directorslicensees, shareholderscontractors or invitees (collectively, successors or assigns ("Sub-Subtenant Tenant's Parties") Sub-Subtenant shall not be responsible for), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and Sub-Subtenant absolute discretion. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Sub-Subtenant Parties hereby are released fromDevelopment, at its sole cost and expense, any claimand all Hazardous Materials, remediation obligationincluding any equipment or systems containing Hazardous Materials which are installed, investigation obligationbrought upon, monitoring obligationstored, removal obligationused, liabilitygenerated or released upon, cause of actionin, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on under or about the Sublease Premises, the Building and/or the Development or any portion thereof by Tenant or any of Tenant's Parties. To the soilfullest extent permitted by law, groundwater or surface water thereofTenant agrees to promptly indemnify, as a result of the storageprotect, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlorddefend and hold harmless Landlord and Landlord's representations under this Section shall survive the termination of this Sub-Sublease.partners,

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (a) Tenant (i) will not conduct any activity on the Sublease Premises that will use or produce any Hazardous Materials, 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 operations conducted thereof by Sub-Sublandlord prior Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the 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 its Invitees to introduce any Hazardous Materials onto the Sub-Sublease Commencement Date are Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingare introduced on the Premises in violation of the above provisions of this Section, transportationthe same shall be immediately removed by Tenant, storage, treatment, with proper disposal, release 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 failure to comply with the foregoing provisions, then, to such extent, Tenant shall defend 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 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 materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s written request therefor. Except for Hazardous Materials that has occurred were released, existed in, on or about near the Sublease Premises, or Premises as of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with Tenant shall remove all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, from the Premises in a manner acceptable to Landlord before the best earlier of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about date Tenant vacates the Sublease Premises, Premises or the soildate Tenant’s right to possess the Premises ends. Landlord may, groundwater or surface water thereof, nor has Sub-Sublandlord received any upon reasonable advance written notice of any violation or alleged violation of any Hazardous Materials Lawsto Tenant, pending claims or pending investigations enter the Premises and conduct environmental inspections and tests therein as it may require from time to time, provided that Landlord shall use reasonable due diligence to minimize the interference with respect to Tenant’s business. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result violation of the storage, disposal, use, or release above provisions of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive or that Tenant has not complied with the termination requirements of this SubSection, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within 30 days after Landlord’s request therefor together with reasonable and customary back-Subleaseup documentation.

Hazardous Materials. Sub-Sublandlord represents Tenant shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any Hazardous Material upon or about the Project, or permit Tenant’s Parties to engage in such activities upon or about the Project. However, the foregoing provisions shall not prohibit the transportation to and warrants to Sub-Subtenant thatfrom, to and use, storage, maintenance and handling within, the best Premises of Sub-Sublandlord's actual knowledge, substances customarily used in offices provided: (a) such substances shall be used and maintained only in such quantities as are reasonably necessary for such Permitted Use of the Sub-Sublease Commencement Date (i) the Sublease Premises Premises, strictly in accordance with applicable Law and the operations conducted thereof by Sub-Sublandlord prior manufacturers’ instructions therefor, (b) such substances shall not be disposed of, released or discharged on the Project, and shall be transported to and from the Sub-Sublease Commencement Date are Premises in compliance with all Hazardous Materials laws; applicable Laws, and as Landlord shall reasonably require, (c) if any applicable Requirements or Landlord’s trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Tenant shall make arrangements at Tenant’s expense for such disposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), and shall ensure that disposal occurs frequently enough to prevent unnecessary storage of such substances in the Premises, and (iid) Sub-Sublandlord's handlingany remaining such substances shall be completely, transportationproperly and lawfully removed from the Project upon expiration or earlier termination of this Lease. Tenant shall promptly notify Landlord of: (i) any enforcement, storage, treatment, disposal, release cleanup or use of Hazardous Materials that has occurred on other regulatory action taken or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with threatened by any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations regulatory authority with respect to the presence of any Hazardous Material on the Premises or the migration thereof from or to other 36 Project, (ii) any demand or claim made or threatened by any party against Tenant or the Premises relating to any loss or injury resulting from any Hazardous Material, (iii) any release, discharge or non-routine, improper or unlawful disposal or transportation of any Hazardous Material on or from the Premises, and (iv) any matter where Tenant is required by Requirements to give a notice to any Governmental Authority regarding Hazardous Materials on the Premises. Landlord shall have the right (but not the obligation) to join and participate as a party in any legal proceedings or actions affecting the Premises initiated in connection with any environmental, health or safety Law. At such times as Landlord may reasonably request, Tenant shall provide Landlord with a written list identifying any Hazardous Material then used, stored, or maintained upon the Premises, the use and approximate quantity of each such material, a copy of any material safety data sheet (“MSDS”) issued by the manufacturer therefor, written information concerning the removal, transportation and disposal of the same, and such other information as Landlord may reasonably require or as may be required by Law. If any Hazardous Material is released, discharged or disposed of by Tenant or any Tenant Party on or about the Sublease PremisesProject in violation of the foregoing provisions, or the soilTenant shall immediately, groundwater or surface water thereof. Except to the extent that properly and in compliance with applicable Requirements clean up and remove the Hazardous Material from the Project and any other affected property and clean or replace any affected personal property (whether or not owned by Landlord), at Tenant’s expense. Such clean up and removal work shall be subject to Landlord’s prior written approval (except in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible foremergencies), and Sub-Subtenant shall include, without limitation, any testing, investigation, and the Sub-Subtenant Parties hereby are released from, preparation and implementation of any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense remedial action plan required by any governmental body having jurisdiction or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials reasonably required by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-SubleaseLandlord.

Hazardous Materials. Sub-Sublandlord represents (a) Tenant shall comply with all Environmental Laws (as hereinafter defined) pertaining to Tenant's occupancy and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as use of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premisesproper storage, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation handling and disposal of any Hazardous Materials Laws, pending claims or pending investigations with respect Material (as hereinafter defined) introduced to the presence of Hazardous Materials on or about the Sublease Premises, the Building or the soilProperty by Tenant or its subtenants, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was releasedassignees, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agentslicensees, employees, contractors, officers, directors, shareholderspartners, successors members, servants, agents, contractors, subcontractors, customers, representatives or assigns invitees (individually, a "Sub-Subtenant Tenant Party" or collectively, "Tenant Parties") Sub-Subtenant ). Landlord shall comply with all Environmental Laws applicable to the Property other than those to be complied with by Tenant pursuant to the preceding sentence. Tenant shall not generate, store, use, handle or dispose of any Hazardous Material in, on, or about the Property without the prior written consent of Landlord, which may be withheld in Landlord's sole discretion, except that such consent shall not be responsible forrequired to the extent of Hazardous Material packaged and contained in office products for consumer use in general business offices in quantities for ordinary day-to-day use provided such use does not give rise to, or pose a risk of, exposure to or release of Hazardous Material, and Sub-Subtenant except that Tenant shall have the right to generate, store, use, handle and dispose of the Sub-Subtenant Parties hereby are released from, substances listed on Exhibit F attached hereto in quantities not to exceed those listed on Exhibit F (the "Permitted Hazardous Materials") provided that in so doing Tenant complies with all Environmental Laws and with this Lease. In the event that Tenant is notified of any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause or violation of action, penalty, attorneys' fee, consultantany Environmxxxxx Law arising from Tenant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about activities at the Sublease Premises, or the soilactivity of any Tenant Party, groundwater Tenant shall immediately deliver to Landlord a copy of such notice. In such event or surface water thereofin the event Landlord reasonably believes that a violation of Environmental Law exists, Landlord may conduct such tests and studies relating to compliance by Tenant with Environmental Law or the alleged presence of Hazardous Material upon the Premises as Landlord deems desirable, all of which shall be completed at Tenant's expense, unless such tests conclude that no violation of any Environmental Law has arisen due to activities at the Premises by Tenant or any Tenant Party. Landlord's inspection and testing rights are for Landlord's own protection only, and Landlord has not, and shall not be deemed to have assumed any responsibility to Tenant or any other party for compliance with Environmental Laws, as a result of the storage, disposal, useexercise, or release non-exercise of such rights. Tenant hereby indemnifies, and agrees to defend, protect and hold harmless, the Indemnitees from any and all loss, claim, demand, action, expense, liability and cost (including attorneys' fees and expenses) arising out of or in any way related to the presence of any Hazardous Materials Material (including without limitation a Permitted Hazardous Material) introduced to the Premises, Building or the Property during the Lease Term by Sub-SublandlordTenant or any Tenant Party, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under the breach of this Section shall survive 18 by Tenant. In case of any action or proceeding brought against the termination Indexxxxxxs by reason of this Sub-Subleaseany such claim, upon notice from Landlord, Tenant covenants to defend such action or proceeding by counsel chosen by Landlord, in Landlord's reasonable discretion. Landlord reserves the xxxxx xo settle, compromise or dispose of any and all actions, claims and demands related to the foregoing indemnity.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further Landlord represents and warrants that, to the best of Sub-Sublandlord's actual Landlord’s knowledge, no litigation has been brought other than the existing and ongoing remediation described on Exhibit H and disclosed to Tenant (i) there does not exist (and will not exist as of the date of Substantial Completion) any leak, spill, release, discharge, emissions or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence disposal of Hazardous Materials on the Lot (including the Building to be located thereon), and (ii) the Building and interior Premises do not (and will not as of the date of Substantial Completion) contain any Hazardous Materials (including vapor intrusion into such Building in excess of the Efficacy Confirmation Standards as identified in Exhibit W), except as may be contained in customary cleaning supplies or about in such other supplies (e.g. paint) that are necessary for Landlord to perform its obligations hereunder. In the Sublease event that any such leak, spill, release, discharge, emission, vapor intrusion or disposal of Hazardous Materials shall occur on or in the Premises, the Lot or (apart from de minimis amounts of such materials used for cleaning and maintenance purposes or in connection with the soiloperation of loading docks) the Park not caused by the actions of Tenant or its officers, groundwater employees, agents, contractors or surface water thereoflicensees, nor has Sub-Sublandlord received Landlord shall take any written notice of any violation and all actions necessary to remove from the Premises, the Park and/or the Building (excluding all portions thereof leased or alleged violation leasable to tenants) or remediate or mitigate all Hazardous Materials in compliance with applicable Hazardous Waste Laws and other governmental requirements relating thereto. Landlord agrees to notify Tenant immediately upon discovery of any Hazardous Materials Lawson the Lot, pending claims Building or pending investigations in the Park. In connection therewith, attached as Exhibit H are references to two (2) purchase and sale agreements from Landlord’s (and/or its affiliate(s’)) purchase of the Lot (specifically the Phase I Lot, the Phase II Lot and the Phase III Lot) from Tyco (or its predecessor M/A-Com) (together with respect its successors and/or assigns, “Tyco”), which such agreements contain an indemnity from Tyco (benefitting Tenant directly or benefitting Landlord (in which event if not direct, then Landlord hereby agrees to the presence of Hazardous Materials attempt to enforce such indemnity on or about the Sublease PremisesTenant’s behalf, or the soil, groundwater or surface water thereof. Except as applicable to the extent that allowed by such indemnity) associated with the Hazardous Material in question was releasedongoing clean-up and remediation occurring on the Lot. Further, emittedLandlord agrees to purchase, used, stored, manufactured, transported or discharged by Sub-Subtenant, at its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible forsole cost and expense, and Sub-Subtenant keep in force during the Term, subject to availability of policy extension (including any extensions hereunder) an environmental insurance policy naming Tenant as a Named Insured in substantially the form previously provided by Landlord to Tenant (the “Environmental Insurance Policy”). Landlord shall, at its sole cost and the Sub-Subtenant Parties hereby are released fromexpense, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, perform or cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to performed (i) the subsurface sampling and environmental assessment work as set forth and described in Exhibit W as part of the construction of the Phase I Building (“Subsurface Investigation”), (ii) any and all Response Actions required under the MCP or other applicable Hazardous Waste Laws as the result of the detection of any Hazardous Material present on Materials in connection with the Subsurface Investigation or about during construction activities (the Sublease Premises“Remedial Work”) and shall complete such Remedial Work in compliance with the MCP or other applicable Legal Requirements, and (iii) the installation of a vapor mitigation system in the Phase I Building in compliance with the MCP and other applicable Legal Requirements (including any guidance, rules or regulations issued or promulgated by the soilMassachusetts Department of Environmental Protection (“DEP”)) all in consultation with and to the reasonable satisfaction of Tenant prior to occupancy of the applicable portion of the Premises by Tenant. To the extent that DEP issues a Release Tracking Number for any Hazardous Materials detected during the Subsurface Investigation or construction, groundwater Landlord shall make all commercially reasonable efforts to achieve or surface water thereof, cause to be achieved a Response Action Outcome (as those terms are defined in the MCP). To the extent the recording of a notice of activity and use limitation (“AUL”) is necessary as a result of the storageperformance of any of the actions described in this paragraph or otherwise, disposalsuch AUL must expressly permit the Intended Use as well as any accessory uses relating to same including, usewithout limitation, a health club facility. Landlord represents and warrants to Tenant that Tyco has approved the final Release Abatement Measure Plan Phase I Construction at 00 Xxxxx Xxxxxx, 00-00 Xxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxxxxxxx, RTN 3-0264, prepared for Burlington Crossing Realty Trust (“Phase I RAM Plan”). Landlord shall, as part of the construction of Phase II and Phase III, perform or cause to be performed any other environmental assessment, mitigative, response and/or remedial measures/work to the Phase II Lot and Phase III Lot in compliance with a scope of work and release abatement plan approved by Tyco and Tenant, which approval shall not in Tenant’s case be unreasonably withheld, conditioned or delayed, the Tyco Agreements and applicable Legal Requirements prior to and during occupancy of the Phase II and Phase III Premises by Tenant. To the extent any of such work, or any proposed additional environmental assessment or activities conducted by Landlord on any Lot or the Park identifies an additional or previously unknown release or threatened release of Hazardous Materials at, under, from or to the Lot or any one of them, Landlord shall, at Landlord’s sole cost and expense, conduct (or cause to be conducted) all response actions required under applicable Legal Requirements to assess, contain, xxxxx, mitigate and/or remediate the identified condition, and shall do so in compliance with applicable Legal Requirements, including, without limitation, CERCLA, M.G.L. c.21E, and the Massachusetts Contingency Plan, 310 CMR 40.0000. Tenant shall bear no liability and/or right of contribution to Landlord for any existing, or previously unknown release(s) or threatened release(s) of Hazardous Materials. Landlord shall obtain for Tenant from any environmental consultant performing any Hazardous Materials assessment or report on behalf of Landlord or its mortgagees the right of Tenant to rely upon any such assessment or report issued by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleasesuch consultant.

Hazardous Materials. Sub-Sublandlord represents Without limiting the provisions of Sections 7.1 and warrants 7.2 of this Lease and except as otherwise provided in this Article XV with respect to Sub-Subtenant thatPhotronics, Photronics covenants and agrees that Photronics, its employees, agents, contractors and other third parties entering upon the Premises at the request or invitation of Photronics shall not bring into, maintain upon, generate, use, store, dispose of or release or discharge in or about the Premises any hazardous materials in violation of Applicable Laws. Photronics shall be permitted to bring onto, maintain upon and use substances typically found or used in general office and administrative applications and the best of Sub-Sublandlord's actual knowledge, as operations of the Sub-Sublease Commencement Date Premises for the Permitted Use so long as (i) such substances and any equipment which generates such substances are maintained only in such quantities as are reasonably necessary or appropriate for Photronics' operations in the Sublease Premises, (ii) such substances are used and stored strictly in accordance with the manufacturers' instructions therefor and the highest standards prevailing in the industry for such substances, (iii) such substances are not disposed of in or about the Premises and (iv) all such substances and any equipment which generates such substances are removed from the operations conducted thereof Premises by Sub-Sublandlord prior Photronics upon any termination of this Lease. Any use, storage, generation or management by Photronics of hazardous materials in or about the Premises as is permitted pursuant to the Sub-Sublease Commencement Date are this paragraph shall be carried out in compliance with all Hazardous Materials lawsApplicable Laws. Except with the prior written consent of Micron, which consent shall not be unreasonably withheld or delayed, or as required by Micron to retain Qualification, Photronics shall not change or expand the Premises or its occupancy, use, or activities thereon in any manner that would subject Micron or Photronics to new or heightened standards or obligations under any Environmental Law, including, without limitation, modifying, changing, or expanding equipment; methods of operation; the type of quantity of any input, throughput, or output (including emissions or effluent); or hours of operation. In the event that any such change proposed by Photronics is reasonably anticipated to require new or modified permits or licenses for or relating to the Premises, then Photronics shall be solely responsible for obtaining same at its sole cost and expense subject to Micron's consent which shall not be unreasonably withheld or delayed so long as such proposed change for which the new or modified license or permit is requested shall not create any potential liability for the Premises not anticipated in connection with the operation of the Premises for the Permitted Use. No such proposed change by Photronics shall be made until Photronics obtains such new or modified license or permit. Micron shall cooperate as reasonably requested by Photronics (iiand at Photronics' sole cost and expense) Sub-Sublandlordto obtain such new or modified permits or licenses to which Micron has consented. Without limitation of the foregoing restriction and any other requirements of this Article XV, Photronics shall, within ten (10) Business Days after Photronics' receipt of Micron's handlingwritten request therefor, transportationadvise Micron in writing of any hazardous materials then maintained by Photronics in the Premises, storage, treatment, disposal, release or the use of Hazardous Materials each such hazardous material and the approximate quantity of each such hazardous material so maintained by Photronics, together with written certification by Photronics stating, in substance, that neither Photronics nor any person for whom Photronics is responsible has occurred on released or discharged any hazardous materials in or about the Sublease Premises. Additionally, if the Land is contiguous or adjacent to other land owned or leased by Micron or any Affiliate of Micron within the soilmeaning of any applicable Environmental Law, groundwater or surface water thereoffrom time to time throughout the lease term upon written request from Micron, prior Photronics shall provide Micron with real time access to Photronics computer systems and records relating to Photronics' chemical inventory and accounting systems relating to the Sub-Sublease Commencement Date, has been in Permitted Use at the Land and the Premises and copies of any and all information necessary for Micron's compliance with any and all Hazardous Materials federal permitting, record keeping, reporting or other obligations under any Applicable Laws. SubFor example, and without limitation of the foregoing, Micron shall have the right to access the internal chemical management system for air-Sublandlord further represents permitting and warrants thatEmergency Planning Community Right to Know Act toxic release reporting purposes. Photronics shall not Release or permit the Release of any hazardous materials in, to the best of Sub-Sublandlord's actual knowledgeover, no litigation has been brought or threatenedon, nor any settlements reached with any governmental or private partyunder, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on through, from, or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged Premises in violation of any Hazardous Materials Applicable Laws. In the event that Photronics proposes to conduct any use or to operate any equipment which will or may utilize or generate a hazardous material other than as specified in the first paragraph of this Article XV, pending claims Photronics shall first in writing submit such use or pending investigations with respect equipment to Micron for approval. No approval by Micron shall relieve Photronics of any obligation of Photronics pursuant to this Article XV, including the presence removal, clean-up and indemnification obligations imposed upon Photronics by this Article XV. Photronics shall, immediately upon receipt thereof, furnish to Micron copies of Hazardous Materials on all notices or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged other communications received by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing Photronics with respect to any Hazardous Material present on actual or alleged release or discharge of any hazardous material in or about the Sublease Premises and shall, immediately upon obtaining knowledge thereof, whether or not Photronics receives any such notice or communication, notify Micron in writing of any discharge or release of hazardous material by Photronics or anyone for whom Photronics is responsible in or about the Premises. In the event that Photronics is required to maintain any hazardous materials license or permit in connection with any use conducted by Photronics or any equipment operated by Photronics in the Premises, copies of each such license or permit, each renewal or revocation thereof and any communication relating to suspension, renewal or revocation thereof, shall be furnished to Micron within five (5) Business Days after 37 **** Material omitted pursuant to a request for confidential treatment under Rule 24b-2 of the Exchange Act of 1934. Material filed separately with the Securities and Exchange Commission. receipt thereof by Photronics but in no event later than five (5) Business Days prior to the date any adverse action could be taken with respect to Micron or the soilPremises pursuant to such notice. Compliance by Photronics with the two immediately preceding sentences shall not relieve Photronics of any other obligation of Photronics pursuant to this Article XV. Upon any violation of the foregoing covenants, groundwater Photronics shall be obligated, at Photronics' sole cost, to clean-up and remove from the Premises all hazardous materials introduced into the Premises by Photronics or surface water thereofany Photronics' Party. Such clean-up and removal shall include all testing and investigation required by any governmental authorities having jurisdiction and preparation and implementation of any remedial action plan required by any governmental authorities having jurisdiction or that Micron may require in its reasonable discretion. All such clean-up and removal activities of Photronics shall, in each instance, be conducted to the satisfaction of Micron and to the satisfaction of all governmental authorities having jurisdiction. Micron's right of access pursuant to Section 17.2 shall include the right to enter, inspect and test the Premises for compliance with Photronics' covenants in this Article XV, provided that such right is reasonably exercised and the exercise of such right does not unreasonably interfere with Photronics' use and occupancy of the Premises. If any governmental authority or lender to Micron shall require testing for hazardous materials in the Premises, and it is determined as the result of such testing that hazardous materials have been disposed of, released or discharged in or about the Premises, then Photronics shall reimburse Micron for all reasonable costs of such testing as additional rent hereunder in addition to Photronics' remediation obligations hereunder or pursuant to Environmental Laws or any other Applicable Law and this Lease. Photronics shall indemnify, defend and hold harmless Micron, its shareholders, officers, employees, agents and lenders from and against any and all claims, liabilities, losses, actions, costs and expenses (including reasonable attorneys' fees and costs of defense) incurred by such indemnified persons, or any of them, as the result of (A) the introduction into or about the Premises by Photronics, its employees, subtenants, licensees, contractors, agents, invitees or trespassers (each, a "Photronics' Party" and, collectively, the "Photronics' Parties") of any hazardous materials, (B) the usage, storage, maintenance, generation, production or disposal by Photronics or any Photronics' Party of hazardous materials in or about the Premises, (C) the discharge or release in or about the Premises by Photronics or any Photronics' Party of any hazardous materials, (D) any injury to or death of persons or damage to or destruction of property resulting from the use, introduction, maintenance, storage, generation, disposal, disposition, release or discharge by Photronics or any Photronics' Party of hazardous materials in or about the Premises, and (E) any failure of Photronics or any Photronics' Party to observe the foregoing covenants of this Article XV. Payment shall not be a condition precedent to enforcement of the foregoing indemnification provision. In the event the Land was owned by Micron or an Affiliate as of the date of this Lease, Micron shall indemnify, defend and hold harmless Photronics, its shareholders, officers, employees, agents and lenders from and against any and all claims, liabilities, losses, actions, costs and expenses (including reasonable attorneys' fees and costs of defense incurred by such indemnified parties, or any of them as a result of (A) the introduction into or about the Premises by Micron, its employees, licensees, contractors, agents, invitees or trespassers, in each instance other than Photronics or any Photronics' Parties (each a "Micron Party" and, collectively, the "Micron Parties") of any hazardous materials, (B) the usage, storage, maintenance, generation, production or disposal by Micron or any Micron Party of hazardous materials in or about the Premises, (C) the discharge or release in or about the Premises by Micron or any Micron Party of any hazardous material and (D) any injury to or death of persons or damage to or destruction of property resulting from the use, introduction, maintenance, storage, generation, disposal, usedisposition, release or discharge by Micron or any Micron Party of hazardous materials in or about the Premises prior to the date of execution of this Lease. If the Land is being acquired by Micron in connection with entering into this Lease (and is not as of the date of this Lease already owned by Micron or an affiliate thereof), then, no later than thirty (30) days following Micron's acquisition of the Land (but in any event prior to ground breaking), Micron shall cause to be undertaken a baseline environmental site assessment of the Land in scope (and with a written report to be produced) reasonably acceptable to the Parties and the cost therefor shall be a Development Cost. In the event the Land is property already owned by Micron, Micron shall provide Photronics with copies of existing environmental site assessment reports it has in its actual possession. Upon prior written request by Photronics, or release otherwise at Micron's election, within thirty (30) days after any termination of Hazardous Materials this Lease Micron shall at Photronics' sole cost and expense retain a hazardous materials consultant (to be reasonably approved by SubPhotronics) to conduct a survey or audit of the Premises to determine whether or not hazardous materials introduced by Photronics or any Photronics' Party are present in or about the Premises. Photronics shall cooperate fully with Micron and such consultant in the conduct of any such survey or audit. If such survey or audit reveals the presence of hazardous materials brought into or upon the Premises by Photronics in violation of the provisions of this Article XV, Photronics shall pay for the cost of such audit. Such payment shall be made by Photronics to Micron, as additional rent, within thirty (30) days after Photronics' receipt of Micron's invoice therefor. Otherwise, the cost of such survey or audit shall be borne by Micron. If the audit or survey discloses the presence of hazardous materials introduced by Photronics or any Photronics' Party, the provisions of this Article XV pertaining to Photronics' remediation obligations and Micron's remedies for violations of Photronics' covenants hereunder shall apply to such hazardous materials and Photronics' obligations with respect thereto. Upon any violation of the foregoing covenants, Micron shall be entitled to exercise all remedies available to a landlord against a defaulting tenant, including but not limited to those set forth in Article XIV. Without limiting the generality of the foregoing, Photronics expressly agrees that upon any such violation Micron may, at its option, (A) after notice and failure to cure pursuant to Section 14.1, terminate this Lease or (B) continue this Lease in effect until compliance by Photronics with its clean-Sublandlordup and removal covenant notwithstanding any earlier expiration date of the term of this Lease. No action by Micron hereunder shall impair the obligations of Photronics pursuant to this Article XV. Photronics acknowledges that incorporation of any material containing asbestos in any Building is absolutely prohibited. Photronics agrees that it shall not knowingly incorporate or permit or suffer to be incorporated any material containing asbestos into any Building. Photronics shall not be in breach of the foregoing covenant by virtue of any asbestos placed or caused to be placed in any Building by Micron, its agents, employees, contractors whether pursuant to the performance of Micron's obligations hereunder or inviteesotherwise. Sub-Sublandlord's representations under The covenants contained in this Section Article XV shall survive the expiration or any earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledgeThe term "SUBSTANCES", as used in this Lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the use, storage, handling, disposal, transportation or removal of which is regulated, restricted, prohibited or penalized by any "ENVIRONMENTAL LAW", which term shall mean any federal, state or local law, ordinance or other statute of a governmental or quasi-governmental authority relating to pollution or protection of health or the Sub-Sublease Commencement Date environment and shall specifically include, but not be limited to, any "HAZARDOUS SUBSTANCE" as that term is defined under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 and any amendments or successors in function thereto. Lessee hereby agrees that (i) no activity will be conducted on the Sublease Premises that will produce any Substance, except for such activities that are part of the ordinary course for Lessee's business activities (the "PERMITTED ACTIVITIES") provided said Permitted Activities are conducted in accordance with all Environmental Laws and have been approved in advance in writing by Lessor (which approval Lessor may grant or withhold in its sole discretion); Lessee shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (ii) the Premises will not be used in any manner for the storage of any Substances except for the temporary storage of such materials that are used in the ordinary course of Lessee's business provided such Substances are properly stored in a manner and location meeting all Environmental Laws and approved in advance in writing by Lessor (which approval Lessor may grant or withhold in its sole discretion); Lessee shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (iii) no portion of the Premises will be used as a landfill or a dump; (iv) Lessee will not install any underground or aboveground tank of any type; (v) Lessee will not cause any surface or subsurface conditions to come into existence at the Premises, or aggravate surface or subsurface conditions, that constitute, or with the passage of time, may constitute a public or private nuisance; (vi) Lessee will not permit any Substances to be brought onto the Premises, except in accordance with the terms and conditions hereof, and if so brought or found located thereon, the same shall be immediately removed, and properly disposed, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws; and (vii) except for compliance obligations resulting from any conditions identified in the Phase I environmental report dated June, 1996, conducted on the Premises prior to Lessee taking possession of the Premises, or from the migration of Hazardous Substances onto the Premises from or through adjoining property, which Lessee or any of Lessee's licensees, invitees, agents, employees. assigns, subtenants, or independent contractors does not cause or aggravate, Lessee shall in all regards comply with Environmental Laws, including, without limitation. meeting any necessary financial responsibility requirements. Prior to any Substance being brought upon or into the Premises, whether Lessor's written permission is required or not, Lessee will provide to Lessor any applicable material safety data sheets regarding said Substance as well as a written description of the amount of such Substance to be brought upon or into the Premises and the operations conducted thereof by Sub-Sublandlord prior common and recognized chemical name of such Substance. Lessee shall bear responsibility for insuring that all record keeping, reporting and remediation responsibilities of Lessee under Environmental Laws relative to Lessee's, or Lessee's licensees', invitees', agents', employees assigns', subtenants', or independent contractors', use of or activity on the Premises. are met and Lessee assumes all such responsibility and liability for such legal compliance. Subject to the Sub-Sublease Commencement Date are notification provisions set forth in Paragraph 13 of this Lease, Lessor or Lessor's representative shall have the right, but not the obligation. to enter the Premises for, among other purposes, the purposes of inspecting the storage, use and disposal of any Substances and to review compliance with all Hazardous Materials laws; and (ii) Sub-SublandlordEnvironmental Laws. Should it be determined, in the exercise of Lessor's handlingreasonable judgment, transportationthat any Substances are being improperly stored, storageused, treatmentor disposed of, disposalthen Lessee shall immediately take such corrective action as required by applicable Environmental Laws, Lessee will provide Lessor written notification of the release or use disposal of Hazardous Materials that has occurred on any Substance either within the Premises or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents outside of Lessee's Premises and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any will also provide Lessor written notice of any violation pending or alleged violation threatened litigation concerning the breach or purported breach of any Hazardous Materials Environmental Laws. If at any time during or after the term of the Lease, pending claims the Premises are found to be contaminated by Substances or pending investigations with respect subject to said conditions, arising from or as a result of Lessee's negligence (whether in whole or in part) or the presence use at the Premises of Hazardous Materials on any Substances by Lessee or about the Sublease Premisesany of Lessee's licensees, invitees, agents, employees, assigns, subtenants, or independent contractors or other activities on the soilPremises by Lessee or any of Lessee's licensees, groundwater invitees agents, employees, assigns, subtenants, or surface water thereof. Except independent contractors, Lessee shall diligently institute proper and thorough investigation, risk assessment, and cleanup procedures in accordance with Environmental Laws at Lessee's sole cost, and Lessee agrees to indemnify and hold Lessor harmless from all claims, demands, actions, liabilities, costs, expenses, damages, fines, reimbursement, restitution, response costs, cleanup costs, and obligations (including investigative responses and attorney's fees) of any nature resulting therefrom, except to the extent that Lessee may establish that such contamination of the Hazardous Material in question was releasedPremises migrated onto the Premises from or through adjoining properties, emittedwhich Lessee or any of Lessee's licensees, usedinvitees, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractorsassigns, officerssubtenants, directorsor independent contractors did not cause or aggravate. The foregoing indemnification and the responsibilities of Lessee shall apply to Lessee regardless of whether they arise from any Permitted Activity or from any Substances, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible forthe use of which Lessor approved, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination or expiration of this Sub-SubleaseLease. Lessor shall be under no obligation to expend any sums or to seek reimbursement to enforce the indemnification obligations of Lessee hereunder.

Hazardous Materials. Sub-Sublandlord represents Lessee shall not use Hazardous Materials in the Leased Property, unless such Hazardous Materials are necessary for its operations and warrants to Sub-Subtenant that, to that comply with the best of Sub-Sublandlord's actual knowledge, as Permitted Uses and Environmental Laws. Lessee hereby acknowledges that the use of the Sub-Sublease Commencement Date following substances, is prohibited at the Leased Property (collectively, “Prohibited Hazardous Materials”): (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials lawsTrichloroethylene (TCE); and (ii) Sub-Sublandlord's handlingPerchloroethylene (PCE or PERC), transportation(iii) 1,1,1 Trichloroethane (TCA), storage(iv) Polychlorinated biphenals (PCBs). (v) Pentachlorophenol, treatment(vi) Perchlorate, disposal, release or and (vii) Hexavalent chromium and/or dichromates. Lessee shall be solely and fully liable for the use of Hazardous Materials that has occurred on and/or Prohibited Hazardous Materials in the Leased Property; in the understanding that, Lessee hereby undertakes to indemnify and hold Lessor harmless against any action, claim, proceeding, fine or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior penalty related to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought use or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any and/or Prohibited Hazardous Materials in the Leased Property. Upon Lessor’s written request at any time, Lessee shall deliver to Lessor, within the following thirty (30) calendar days, a list including a detailed description of the Hazardous Materials used by Lessee in the Leased Properly, as well as a copy of such certificates, permits, licenses and/or authorizations that are required to use Hazardous Materials in the Leased Property. Lessee shall, at its own cost and expense, remove such unauthorized Hazardous Materials and/or Prohibited Hazardous Materials pursuant to this Agreement and to the Environmental Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, have been stored, manufactureddisposes or otherwise Released by Lessee or by any of its employees, transported or discharged by Sub-Subtenant, its agents, employeessuppliers, contractors, officerssubcontractors or visitors, directorsto Lessor’s entire satisfaction, shareholders, successors but under no circumstances at a lower level or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible forin a lower manner than such necessary to comply with the Environmental Laws, and Sub-Subtenant that does not limit any future use of the Leased Property, or cause a restriction on the title to the Leased Property or notice in relation therewith to be recorded. Lessee shall immediately carry out said works at any time during the Term of the Agreement, as well as upon Lessor’s written request or, in the absence of a specific request made by Lessor, before Lessee surrenders possession of the Leased Property to Lessor, pursuant to this Agreement. If Lessee fails to carry out said works during the Term of this Agreement, Lessor shall, at its own discretion, and without waiving the Sub-Subtenant Parties hereby are released fromexercise of any legal remedy available hereunder or under the Environmental Laws (including, but not limited to, any claimaction to oblige Lessee to perform said work), remediation obligationperform the above mentioned works, investigation obligationat Lessee’s expense; in the understanding that, monitoring obligationLessee shall be solely liable for the use, removal obligationhandling, liability, cause disposal and transportation of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any the Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereofMaterials and/or Prohibited Hazardous Materials, as a result well as for the damages the same may now or hereafter cause. Lessee shall pay all expenses incurred by Lessor on the execution of said works, within ten (10) calendar days following the date of Lessor’s request of the storagecorresponding reimbursement, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive along with the termination of this Sub-Subleasedocuments evidencing said expenses incurred.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Tenant shall not cause or knowingly permit any Hazardous Materials laws; and (iias defined below) Sub-Sublandlord's handlingto be brought upon, transportation, storage, treatment, disposal, release kept or use of Hazardous Materials that has occurred on used in or about the Sublease Premises, Premises or the soilComplex in violation of Applicable Laws by Tenant or its employees, groundwater agents, contractors or surface water thereofinvitees (collectively, prior "Tenant Parties"). Tenant shall indemnify, save, defend (at Landlord's option and with counsel reasonably acceptable to Landlord) and hold the Sub-Sublease Commencement DateLandlord Indemnified Parties harmless from and against any and all losses, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents liability, claims, damages, expenses and warrants that, to causes of action ("Claims'') that are a direct result of the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Lawsin, pending claims on, under or pending investigations about the Property, any portion thereof, or any adjacent property, to the extent caused by Tenant Parties. This indemnification by Tenant includes reasonable costs incurred in connection with respect any investigation of site conditions or any clean-up, remedial, removal or restoration work required by any governmental or quasi-governmental authority because of the foregoing breach by Tenant which caused Hazardous Materials to be present in the air, soil or groundwater above, on or under or about the Property in a manner that violates Applicable Laws and which was above levels that were present prior to the Effective Date hereof. Without limiting the foregoing, if the presence of any Hazardous Materials on in, on, under or about the Sublease PremisesProperty, any portion thereof, or any adjacent property, which is caused or knowingly permitted by Tenant results in any contamination of the soilProperty, groundwater any portion thereof or surface water thereof. Except any adjacent property, then Tenant shall promptly take all actions at its sole cost and expense as are reasonably necessary to return the Property, any portion thereof or any adjacent property to its respective condition existing prior to the extent time of such contamination (or, if such mitigation is not practicable, then to such level as is in compliance with Applicable Laws); provided that the Hazardous Material in question was releasedLxxxxxxx's written approval of such action shall first be obtained, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant which approval Landlord shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleaseunreasonably withhold.

Hazardous Materials. Sub-Sublandlord represents Except for the Hazardous Materials set forth on the safety data sheets made available to Purchaser in the Data Room, which are used in the Ordinary Course of Business, there are no Hazardous Materials present on the Environment of any real property currently or in the past five (5) years owned, operated or leased by the Seller (all such real property, “Company Property”), and warrants to Sub-Subtenant thatany such Hazardous Materials are, and for the past five (5) years have been, maintained in compliance with applicable Environmental Laws. There is and has been no Release or threatened Release of Hazardous Materials: (i) from, at, on or under any Company Property or any other location where any Hazardous Materials were generated, manufactured, refined, recycled, recovered, reclaimed, handled, possessed, transferred, produced, imported, used or processed by the Seller, or, to the best of Sub-Sublandlord's actual knowledge, as Knowledge of the Sub-Sublease Commencement Date Seller, any geologically or hydrologically connected real property; or (iii) creating, or that could reasonably be expected to create, any Liability for the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior Seller. Schedule 5.16(d) lists: (A) all active or abandoned current or, to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials lawsSeller’s Knowledge, former aboveground or underground storage tanks owned, used or operated by the Seller; and (iiB) Suball off-Sublandlord's handling, transportationsite Hazardous Materials treatment, storage, or disposal facilities or locations used at any time within the last five (5) years by the Seller and/or any predecessors in connection with the Business or the Acquired Assets as to which Seller may retain Liability, and, to Seller’s Knowledge, none of these facilities or locations have been placed or proposed for placement on the National Priorities List (or CERCLIS) under CERCLA, or any similar state list, and, Seller has not received any written Environmental Notice regarding potential liabilities with respect to such off-site Hazardous Materials treatment, disposalstorage, release or use disposal facilities or locations used by Seller. To the Seller’s Knowledge, there is no condition, event or circumstance concerning the Release or regulation of Hazardous Materials that has occurred on could reasonably be expected, after the Closing Date, to prevent, impede or about materially increase the Sublease Premisescosts associated with the ownership, lease, operation, performance or use of the Business or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, Acquired Assets as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleasecurrently conducted.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledgeThe term "Hazardous Substances", as used in this Lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the removal of which is required or the use of which is restricted, prohibited or penalized by an "Environmental Law", which term shall mean any federal, state or local ordinance relating to pollution or protection of the Sub-Sublease Commencement Date environment. Tenant hereby agrees that (i) no activity will be conducted on the Sublease Premises that will produce any Hazardous Substance, except for such activities (the "Permitted Activities") provided said Permitted Activities are conducted in accordance with all Environmental Laws and have been approved in advance in writing by Landlord; (ii) the operations conducted thereof Premises will not be used in any manner for the storage of any Hazardous Substances except for the temporary storage of such materials that are used in the ordinary course of Tenant's business (the "Permitted Materials") provided such Permitted Materials are properly stored in a manner and location meeting all Environmental laws and approved in advance in writing by Sub-Sublandlord Landlord; (iii) no portion of the Premises will be used as a landfill or a dump; (iv) Tenant will not install any underground tanks of any type; (v) Tenant will not allow any surface or subsurface conditions to exist to come into existence that constitute or, with the passage of time, may constitute a public or private nuisance; (vi) Tenant will not permit any Hazardous Substances to be brought onto the premises except for the Permitted Materials and if so brought or found located thereon, the same shall be immediately removed, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. Tenant shall be solely responsible for and shall defend, indemnify and hold Landlord, its agents and employees harmless from and against all claims, costs and liabilities, including attorneys' fees and costs, arising out of or in connection with Tenant's breach of its obligations contained in this Section 7.2. Tenant shall be solely responsible for and shall defend, indemnify and hold Landlord, its agents and employees harmless from and against any and all claims, costs and liabilities, including attorneys' fees and costs, arising out of or in connection with the removal, cleanup and restoration work and materials necessary to return the Premises, the Building, the Land and any other property, to their condition existing prior to the Sub-Sublease Commencement Date are in compliance with all appearance of Tenant's Hazardous Materials laws; and (ii) Sub-SublandlordSubstances. Tenant's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations obligations under this Section 7.2 shall survive the expiration or other termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents The Borrower and warrants to Sub-Subtenant thateach of the Restricted Subsidiaries have obtained all permits, licenses and other authorizations which are required under all Environmental Laws, except to the best of Sub-Sublandlord's actual knowledgeextent failure to have any such permit, license or authorization would not reasonably be expected to have a Materially Adverse Effect on (a) the Borrower and the Restricted Subsidiaries taken as a whole or (b) any Material Loan Document. The Borrower and each of the Sub-Sublease Commencement Date Restricted Subsidiaries are in compliance with the terms and conditions of all such permits, licenses and authorizations, and are also in compliance with all other limitations, restrictions, conditions, standards, prohibitions, requirements, obligations, schedules and timetables contained in any applicable Environmental Law or in any regulation, code, plan, order, decree, judgment, injunction, notice or demand letter issued, entered, promulgated or approved thereunder, except to the extent failure to comply would not have a Materially Adverse Effect on (i) the Sublease Premises Borrower and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and Restricted Subsidiaries taken as a whole or (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Lawsany Material Loan Document. Sub-Sublandlord further represents and warrants thatIn addition, to the best knowledge of Sub-Sublandlord's actual knowledgethe Borrower, no litigation notice, notification, demand, request for information, citation, summons or order has been brought issued, no complaint has been filed, no penalty has been assessed and no investigation or threatened, nor any settlements reached with review is pending or threatened by any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing other entity with respect to any Hazardous Material present on alleged failure by the Borrower or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result any of the Restricted Subsidiaries to have any permit, license or authorization required in connection with the conduct of the business of the Borrower or any of the Restricted Subsidiaries or with respect to any generation, treatment, storage, disposalrecycling, usetransportation, discharge, disposal or release "release" (as such term is defined in 42 U.S.C. ss. 9601(22)) of Hazardous Materials generated by Sub-Sublandlordthe Borrower or any of the Restricted Subsidiaries, its agents, employees, contractors the consequences of any of which would have a Materially Adverse Effect on (x) the Borrower and the Restricted Subsidiaries taken as a whole or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Sublease(y) any Material Loan Document.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that23.A. HAZARDOUS MATERIALS GENERALLY PROHIBITED: Tenant shall not transport, to the best of Sub-Sublandlorduse, store, maintain, generate, manufacture, handle, dispose, release, discharge, spill or leak any "Hazardous Material" (as defined below), or permit Tenant's actual knowledgeemployees, as agents, contractors, or other occupants of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are engage in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred such activities on or about the Sublease PremisesProperty. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily and lawfully used in the business which Tenant is permitted to conduct in the Premises under this Lease, but only as an incidental and minor part of such business, and provided: (i) such substances shall be properly labeled, contained, used and stored only in small quantities reasonably necessary for such permitted use of the Premises and the ordinary course of Tenant's business therein, strictly in accordance with applicable Laws, highest prevailing standards, and the manufacturers' instructions therefor, and as Landlord shall reasonably require, (ii) Tenant shall maintain current Material Safety Data Sheets ("MSDS's") therefore, (iii) such substances shall not be disposed of, released, discharged or the soil, groundwater permitted to spill or surface water thereof, prior to the Sub-Sublease Commencement Date, has been leak in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, Premises or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns Property ("Sub-Subtenant Parties") Sub-Subtenant and under no circumstances shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on be disposed of within the drains or about plumbing facilities in or serving the Sublease PremisesPremises or Property or in any other public or private drain or sewer, regardless of quantity or concentration), (iv) if any applicable Law or trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Tenant shall make arrangements as Tenant's expense for such disposal site, (v) any remaining such substances shall be completely, properly and lawfully removed from the soil, groundwater Property upon expiration or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the earlier termination of this Sub-SubleaseLease, and (vi) for purposes of removal and disposal of any such substances, Tenant shall be named as the owner, operator and generator, shall obtain a waste generator identification number, and shall execute all permit applications, manifests, waste characterization documents and any other required forms.

Hazardous Materials. Sub-Sublandlord represents and warrants Lessee shall not knowingly cause or permit any Hazardous Material (as hereinafter defined) to Sub-Subtenant thatbe brought upon, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are kept or used in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease PremisesPremises or the Building by Lessee, its agents, principals, employees, assigns sublessees, contractors, consultants or invitees without the prior written consent of Lessor, which consent may be withheld for any reason whatsoever or for no reason at all. If Lessee breaches the obligations stated in the preceding sentence, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to if the presence of Hazardous Materials Material on the Premises or around the Building caused or permitted by Lessee (or the aforesaid others as defined above) results in contamination of the Premises or the Building or the surrounding area(s), or if contamination of the Premises or the Building or the surrounding area(s) by Hazardous Material otherwise occurs for which Lessee is legally, actually or factually liable or responsible to Lessor (or any party claiming by, through or under Lessor) for damages, losses, costs or expenses resulting therefrom, 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 or losses [including, without limitation; (i) diminution in the value of the premises and/or the Building and/or the land on which the Building is located and/or any adjoining area(s) which Lessor owns or in which it holds a property interest; (ii) damages for the loss or restriction on use of rentable or usable space of any amenity of the Premises, the Building or the land on which the building is located; (iii) damages arising from any adverse impact on marketing of space; and (iv) any sums paid in settlement of claims, attorneys' fees, consultants fees and expert fees] which arise during or after the term of this Lease, as may be extended, as a consequence of such contamination. This indemnification of Lessor by Lessee includes, without limitation, costs incurred in connection with any investigation of 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 Material present in the soil or ground water on or under the Premises or the Building. Without limiting the foregoing, if the presence of any Hazardous Material on, under or about the Sublease Premises, the Building or the soilsurrounding area(s) caused or permitted by Lessor (or the aforesaid others) results in any contamination of the Premises, groundwater the Building or surface water thereof. Except the surrounding area(s), Lessor shall immediately take all actions at its sole expense as are necessary or appropriate to return the Premises, the Building and the surrounding area(s) to the extent that condition existing prior to the introduction of any such Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged thereto; provided that Lessor's prior written approval of such actions by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant Lessee shall not be responsible for, first obtained. The foregoing obligations and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause responsibilities of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section Lessee shall survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Except for lawful, ordinary and warrants general office supplies and chemicals typically used in the ordinary course of business of Lessee and other uses within commercial properties, such as copies toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute “Hazardous Materials” as defined below), Lessee agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release or use released, disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Premises by Sub-SubtenantLessee, its agents, employees, subtenants, assignees, contractors, or invitees (collectively, “Lessee’s Parties”), without the prior written consent of Lessor, which consent shall not be unreasonably withheld or delayed provided Lessee complies with all laws regarding the use, storage and disposition of any such Hazardous Materials. Upon the expiration or sooner termination of this Lease, Lessee agrees to remove from the Premises, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in or under the Premises or any portion thereof by Lessee or any of Lessee’s Parties. To the fullest extent permitted by law, Lessee agrees to promptly indemnify, protect, defend and hold harmless Lessor and Lessor’s partners, officers, directors, shareholdersemployees, agents, successors or and assigns ("Sub-Subtenant collectively, “Lessor’s Indemnified Parties"”) Sub-Subtenant shall not from and against any and all claims that Lessor may be responsible liable for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromsuffer, any claimincur, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause or pay arising out of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on Materials brought upon, stored, used, handled, generated, released, disposed of on, in, under or about the Sublease PremisesPremises by the Lessee parties. Lessee must comply with all clean-up, removal, repair, detoxification or the remediation requirements of the Texas Commission on Environmental Quality and the Environmental Protection Agency, and each of its successor agencies and authorities, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, useany other state agency, or release federal agency of competent jurisdiction, in rendering the Premises safe from injury or death and caused by any Hazardous Materials being brought upon, stored, used, handled, generated, released, disposed of on, in, under or about the Premises by Sub-Sublandlord, its agents, employees, contractors or inviteesLessee Parties. Sub-Sublandlord's representations under For purposes of this Section shall survive the termination of this Sub-Sublease.7.02 “

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date Except for (i) ordinary and general office supplies typically used in the Sublease Premises ordinary course of business, such as copier toner, liquid paper, glue, ink and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are common household cleaning materials (some or all of which may constitute “Hazardous Materials” as defined in compliance with all Hazardous Materials laws; and this Lease), in ordinary quantities, (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of those Hazardous Materials that has occurred on or about the Sublease Premisesare necessary for Tenant’s business, or the soil, groundwater or surface water thereof, prior provided that such usage and storage is only to the Sub-Sublease Commencement Dateextent of the quantities as reasonably necessary in the ordinary course of Tenant’s business, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, Tenant agrees not to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought cause or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of permit any Hazardous Materials Lawsto be brought upon, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emittedstored, used, storedhandled, manufacturedgenerated, transported released or discharged disposed of on, in, under or about any portion of the Premises by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, “Tenant’s Parties”), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises or any portion thereof by Tenant or any of Tenant’s Parties. Landlord reserves the right, during the last one hundred eighty (180) days of the Term, to have an experienced and qualified environmental consultant perform an environmental inspection of the Premises to determine the existence of any Hazardous Materials for which Tenant is responsible for their removal. If Landlord’s inspection reveals or confirms the existence of any such Hazardous Materials (except for Hazardous Materials that have been previously approved by Landlord in writing and such Hazardous Materials have been used, handled, stored and disposed of in accordance with all applicable Environmental Laws), or if Landlord has reasonable cause to believe that any such Hazardous Materials are likely to exist at the Premises, then Tenant shall be responsible for the cost of such inspection; in all other instances, Landlord shall be responsible for the cost of such inspection. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord’s members, managers, partners, officers, directors, shareholdersemployees, agents, successors or and assigns ("Sub-Subtenant collectively, “Landlord Indemnified Parties"”) Sub-Subtenant shall not be responsible forand lenders from and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' fee’ fees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, Premises and which are caused or the soil, groundwater permitted by Tenant or surface water thereof, as a result any of the storage, disposal, use, or Tenant’s Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive at the termination Premises which Tenant becomes aware of during the Term of this Sub-Sublease.Lease, whether caused by Tenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant’s Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems reasonably necessary or appropriate to remediate such release and prevent any similar future release to the reasonable satisfaction of Landlord and Landlord’s mortgagee(s). As used in this Lease, the term “

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Tenant shall not cause or knowingly permit any Hazardous Materials laws; and (iias defined below) Sub-Sublandlord's handlingto be brought upon, transportation, storage, treatment, disposal, release kept or use of Hazardous Materials that has occurred on used in or about the Sublease Premises, Premises or the soilComplex in violation of Applicable Laws by Tenant or its employees, groundwater agents, contractors or surface water thereofinvitees (collectively, prior “Tenant Parties”). Tenant shall indemnify, save, defend (at Landlord's option and with counsel reasonably acceptable to Landlord) and hold the Sub-Sublease Commencement DateLandlord Indemnified Parties harmless from and against any and all losses, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents liability, claims, damages, expenses and warrants that, to causes of action ("Claims") that are a direct result of the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Lawsin, pending claims on, under or pending investigations about the Complex, any portion thereof, or any adjacent property, to the extent caused by Tenant Parties. This indemnification by Tenant includes reasonable costs incurred in connection with respect any investigation of site conditions or any clean-up, remedial, removal or restoration work required by any governmental or quasi-governmental authority because of the foregoing breach by Tenant which caused Hazardous Materials to be present in the air, soil or groundwater above, on or under or about the Complex in a manner that violates Applicable Laws and which was above levels that were present prior to the Effective Date hereof. Without limiting the foregoing, if the presence of any Hazardous Materials on in, on, under or about the Sublease PremisesComplex, any portion thereof, or any adjacent property, which is caused or knowingly permitted by Tenant results in any contamination of the soilComplex, groundwater any portion thereof or surface water thereof. Except any adjacent property, then Tenant shall promptly take all actions at its sole cost and expense as are reasonably necessary to return the Complex, any portion thereof or any adjacent property to its respective condition existing prior to the extent time of such contamination (or, if such mitigation is not practicable, then to such level as is in compliance with Applicable Laws); provided that the Hazardous Material in question was releasedLandlord's written approval of such action shall first be obtained, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant which approval Landlord shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleaseunreasonably withhold.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledgeThe term “Hazardous Substances”, as used in this Lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the use and/or the removal of which is required or the use of which is restricted, prohibited or penalized by any “Environmental Law”, which term shall mean any federal, state or local law, ordinance or other statute of a governmental or quasi-governmental authority relating to pollution or protection of the Sub-Sublease Commencement Date environment. Tenant hereby agrees that no activity will be conducted on the Premises that will produce any Hazardous Substance, except for such activities that are part of the ordinary course of Tenant’s business activities (ithe “Permitted Activities”) the Sublease Premises and the operations provided said Permitted Activities are conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance accordance with all Hazardous Environmental Laws and have been approved in advance in writing by Landlord (Landlord hereby consents common operational tasks such as changing toners and replacing batteries); Tenant shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency in connection with such Permitted Activities. Should it be determined, in Landlord’s reasonable opinion, that said Permitted Materials laws; are being improperly stored, used, or disposed of, then Tenant shall immediately take such corrective action as requested by Landlord. Should Tenant fail to take such corrective action within twenty-four (24) hours, Landlord shall have the right to perform such work and (ii) Sub-Sublandlord's handlingTenant shall promptly reimburse Landlord for any and all costs associated with said work. Tenant agrees to indemnify, transportationdefend and hold harmless Landlord, storageits lenders, treatment, disposal, release or use any managing agents and leasing agents of Hazardous Materials that has occurred on or about the Sublease Premises, or the soiland their respective agents, groundwater or surface water thereofpartners, prior to the Sub-Sublease Commencement Dateofficers, has been in compliance with directors and employees, from all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants thatclaims, to the best of Sub-Sublandlord's actual knowledgedemands, no litigation has been brought or threatenedactions, nor any settlements reached with any governmental or private partyliabilities, involving Sub-Sublandlord and concerning the costs, expenses, damages (actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice punitive) and obligations of any violation nature arising from or alleged violation as a result of any Hazardous Materials Laws, pending claims Substances being brought into the Building or pending investigations with respect to the presence of Hazardous Materials on Premises by Tenant or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, or contractors. Landlord will indemnify, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, defend and Sub-Subtenant hold Tenant harmless from and the Sub-Subtenant Parties hereby are released from, against any claim, remediation obligationcost, investigation obligationdamage, monitoring obligationexpense (including without limitation reasonable attorneys' fees and costs of defense but excluding indirect or consequential damages), removal obligationloss, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing judgment now or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, hereafter arising as a result of any claim associated with any required clean-up or other actions arising from the storageexistence, disposal, use, release or threatened release of Hazardous Materials Substances on, in or under the Premises, to the extent not introduced or aggravated by Sub-Sublandlordthe act or neglect of Tenant or Tenant’s agents, employees or contractors, that is either (i) released by Landlord or its agents, employeesemployees or contractors, contractors or invitees(ii) accruing prior to the Commencement Date. Sub-Sublandlord's representations under this Section The foregoing indemnifications and the responsibilities of Tenant and Landlord shall survive the termination or expiration of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Except for the use of general office supplies within the Premises which are of a kind typically used in normal office areas in the ordinary course of business (such as, for example, copier toner, liquid paper, glue, ink, photocopy supplies, secretarial supplies and warrants limited janitorial supplies, and cleaning solvents), for use in the manner for which they were designed and only in accordance with all applicable governmental regulations pertaining to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, Hazardous Materials (as of the Sub-Sublease Commencement Date (idefined in Section 29.29 below) the Sublease Premises and the customary standards prevailing in the industry for such use, and then only in such amounts as may be normal for the office business operations conducted thereof by Sub-Sublandlord prior to Tenant on the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's Premises, Tenant shall not cause or permit the use, handling, transportation, storage, treatment, disposal, release storage or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation disposal of any Hazardous Materials Lawsin, pending claims or pending investigations with respect to the presence of Hazardous Materials on on, under or about the Sublease PremisesPremises by Tenant or Tenant's employees, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors invitees or assigns licensees ("Sub-Subtenant Tenant Parties") Sub-Subtenant ), or in, on, under or about the remaining portions of the Real Property by Tenant or Tenant's employees, agents, representatives or contractors. Tenant shall not be responsible forpromptly take all actions, at its sole cost and Sub-Subtenant expense, as are necessary to return the Premises and the Sub-Subtenant Parties hereby are released fromReal Property to the condition existing prior to the introduction of any such Hazardous Materials by Tenant or the applicable parties specified above, provided Landlord's approval of such actions shall first be obtained. Tenant shall be solely responsible for and shall indemnify, protect, defend (at Tenant's expense with counsel reasonably approved by Landlord) and hold Landlord harmless from and against any claimand all claims, remediation obligationjudgments, investigation obligationsuits, monitoring obligation, removal obligation, liability, cause causes of action, penaltydamages, penalties, fines, liabilities, losses and expenses (including, without limitation, reasonable investigation and clean-up costs, reasonable attorneys' feefees, consultant's cost, expense reasonable consultant fees and court costs) which arise during or damage owing or alleged to be owing with respect to any Hazardous Material present on or about after the Sublease Premises, or the soil, groundwater or surface water thereof, Term of this Lease as a result of the storagebreach of any of the obligations and covenants set forth in this Section 5.3, disposaland/or any contamination of the Premises, usedirectly or indirectly, arising from activities of Tenant or release Tenant Parties, and/or any contamination of the remaining portions of the Real Property, directly or indirectly arising from the activities of Tenant or its employees, agents, representatives or contractors. Notwithstanding anything in the foregoing to the contrary, Tenant shall have no liability to Landlord for any Hazardous Materials that exist in or outside the Premises as of the Lease 804296.08/LAH4321-047/10-7-08/nng/law -00- XXXXX XXXX XXXXX[Xxxxx Xxxx Lease] Commencement Date or which thereafter were placed in the Premises or found to be in or outside the Premises to the extent not (i) introduced, disposed of; disturbed or otherwise caused by Sub-SublandlordTenant or any of the Tenant Parties or (ii) in any tenant improvements, its agentsalterations, employeesfixtures, contractors equipment or invitees. Sub-Sublandlord's representations under this Section shall survive personal property installed by or for Tenant in the termination of this Sub-SubleasePremises, Building or Real Property (collectively, the "Excluded Hazardous Materials").

Hazardous Materials. Sub-Sublandlord represents and warrants Tenant shall not cause or permit any Hazardous Material (as hereinafter defined) to Sub-Subtenant thatbe brought upon, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are kept or used in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease PremisesPremises or the Building by Tenant, its agents, principals, employees, assigns, sublessees, contractors, consultants or invitees without the prior written consent of Landlord, which consent may be withheld for any reason whatsoever or for no reason at all. If Tenant breaches the obligations stated in the preceding sentence, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to if the presence of Hazardous Materials Material on the Premises or around the Building caused or permitted by Tenant (or the aforesaid others) results in contamination of the Premises or the Building or the surrounding area(s), or if contamination of the Premises or the Building or the surrounding area(s) by Hazardous Material otherwise occurs for which Tenant is legally, actually or factually liable or responsible to Landlord (or any party claiming by, through or under Landlord) for damages, losses, cost or expenses resulting therefrom, then Tenant shall fully and completely indemnify, defend and hold harmless Landlord (or any party claiming by, through or under Landlord) from any and all claims, judgments, damages, penalties, fines, costs liabilities or losses [including, without limitation: (i) diminution in the value of the Premises and/or the Building and/or the land on which the Building is located and/or any adjoining area(s) which Landlord owns or in which it holds a property interest; (ii) damages for the loss or restriction on use of rentable or usable space of any amenity of the Premises, the Building or the land on which the Building is located; (iii) damages arising from any adverse impact on marketing of space; and (iv) any sums paid in settlement of claims, attorneys’ fees, consultants fees and expert fees] which arise during or after the term of this Lease, as may be extended, as a consequence of such contamination. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of 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 Material present in the soil or ground water on or about under the Sublease Premises or the Building. Without limiting the foregoing, if the presence of any Hazardous Material on, under or in the Premises, the Building or the soilsurrounding area(s) caused or permitted by Tenant (or the aforesaid others) results in any contamination of the Premises, groundwater the Building or surface water thereof. Except the surrounding area(s),Tenant shall immediately take all actions at its sole expense as are necessary or appropriate to return the Premises, the Building and the surrounding area(s) to the extent that condition existing prior to the introduction of any such Hazardous Material thereto; provided that Landlord’s prior written approval of such actions by Tenant shall be first obtained. The foregoing obligations and responsibilities of Tenant shall survive the expiration or earlier termination of this Lease. As used herein, the term “Hazardous Material” means any hazardous or toxic substance, material or waste, including, but not limited to, those substances, materials, and wastes listed in question was releasedthe United States Department of Transportation Hazardous Materials Table (49 CFR 172.101) or by the Environmental Protection Agency as hazardous substances (40 CFR Part 302) and amendments thereto, emittedor such substances, usedmaterials and wastes that are or become regulated under any applicable local, storedstate or federal law. “Hazardous Material” includes any and all material or substances which are defined as “‘hazardous waste’, manufactured‘extremely hazardous waste’ or a ‘hazardous substance’ pursuant to state, transported federal or discharged local governmental law. “Hazardous Substance’ includes but is not restricted to asbestos, polychlorobiphenyls (“PCB’s”) and petroleum. 100 Landlord and its agents shall have the right, but not the duty, to inspect the Premises at any time to determine whether Tenant is complying with the terms of this Lease. If Tenant is not in compliance with this Lease, Landlord shall have the right to immediately enter upon the Premises to remedy any contamination caused by Sub-SubtenantTenant’s failure to comply, notwithstanding any other provision of this Lease. Landlord shall use its agentsbest efforts to minimize interference with Tenant’s business, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant but shall not be responsible forliable for any interference caused thereby. Any non-compliance by Tenant with its duties, responsibilities and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations obligations under this Section Item 41 shall survive the termination be an “automatic” (no notice of any nature from Landlord to Tenant being required) default of this Sub-SubleaseLease (see Item 20).

Hazardous Materials. Sub-Sublandlord represents (a) Tenant shall not incorporate into the Shopping Center nor transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any "Hazardous Material" (as defined below) upon or about the Shopping Center, or permit Tenant's employees, agents, contractors, invitees and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as other occupants of the Sub-Sublease Commencement Date Premises to engage in such activities upon or about the Shopping Center. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance, and handling within the Premises of substances customarily used in the business or activity expressly permitted to be undertaken in the Premises pursuant to Paragraph 1(G) of this Lease, provided (i) such substances shall be used and maintained only in such quantities as are reasonably necessary for such permitted use of the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior ordinary course of Tenant's business therein, strictly in accordance with applicable Law, highest prevailing standards, and the manufacturer's instructions therefor, (ii) such substances shall not be disposed of, released or discharged in the Shopping Center, and shall be transported to and from the Sub-Sublease Commencement Date are Premises in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials applicable Laws, pending claims and as Landlord shall reasonably require, (iii) if any applicable Law or pending investigations Landlord's trash removal contractor requires that any such substances shall be disposed of separately from ordinary trash, Tenant shall make arrangement; at Tenant's expense for such disposal directly with respect a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), (iv) any remaining such substances shall be completely, properly and lawfully removed from the presence of Hazardous Materials on Shopping Center upon expiration or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the earlier termination of this Sub-SubleaseLease, and (v) for purposes of removal and disposal of any such substances, Tenant shall be named as the owner and generator, obtain a waste generator identification number, and execute all permit applications, manifests, waste characterization documents and any other required forms.

Hazardous Materials. Sub-Sublandlord represents Except for materials used in connection with Tenant's business conducted from the Premises, including ordinary and warrants general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute "HAZARDOUS MATERIALS" as defined in this Lease), Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Project by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, "TENANT'S PARTIES"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, shareholdersemployees, agents, successors or and assigns (collectively, "Sub-Subtenant PartiesLANDLORD INDEMNIFIED PARTIES") Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' feefees, consultant's costconsultant fees and expert fees and court costs, expense but specifically excluding special, indirect or damage owing consequential damages including but not limited to claims for loss of use, anticipated profit or alleged to be owing with respect to any business opportunity, market-based stigma damages or business interruption, or mental or emotional distress or fear of injury or disease) which arise or result from the presence of Hazardous Material present on Materials on, in, under or about the Sublease Premises, the Building or any other portion of the soilProject and which are caused or permitted by Tenant or any of Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials in the Premises, groundwater the Building or surface water thereofany other portion of the Project which Tenant becomes aware of during the Term of this Lease, whether caused by Tenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant's Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems necessary or appropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord's mortgagee(s). At all times during the Term of this Lease, Landlord will have the right, but not the obligation, to enter upon the Premises to inspect, investigate, sample and/or monitor the Premises to determine if Tenant is in compliance with the terms of this Lease regarding Hazardous Materials. As used in this Lease, the term "HAZARDOUS MATERIALS" shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs"), and freon and other chlorofluorocarbons. The provisions of this Section 6.4 will survive the expiration or earlier termination of this Lease. Landlord represents to Tenant that, to Landlord's actual knowledge as of the date of Landlord's delivery of the Premises to Tenant, the Building does not, except as may be disclosed in the April 28, 1996 Phase I Environmental Assessment Report No. 889-6E060 prepared by Professional Services Industries, Inc., contain Hazardous Materials in levels in excess of those permitted by Hazardous Materials laws existing as of the date of Landlord's delivery of the Premises to Tenant. Landlord shall indemnify, defend and hold harmless Tenant from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid in settlement of claims and for reasonable attorneys' fees, consultant fees and expert fees, (but specifically excluding special, indirect or consequential damages including but not limited to claims for loss of use, anticipated profit or business opportunity, market-based stigma damages or business interruption, or mental or emotional distress or fear of injury or disease) to the extent arising as a result of any Hazardous Materials (1) located in, on, under or about the storage, disposal, useBuilding and/or Project as of the commencement of Tenant's occupancy of the Premises, or release (2) hereafter caused to be located in, on, under or about the Building and/or Project by Landlord and/or any of Hazardous Materials by Sub-Sublandlord, its agents, Landlord's employees, contractors agents or inviteesrepresentatives or other tenants of the Project. SubThis indemnification of Tenant by Landlord includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-Sublandlord's representations up, remedial, removal or restoration work. The covenants of Landlord under this Section 6.5 shall survive the expiration of the Term or earlier termination of this Sub-SubleaseLease. Notwithstanding anything above to the contrary, the foregoing indemnity shall not extend to Hazardous Materials caused to be located in the Building and/or the Project by Tenant or any of Tenant's Parties.

Hazardous Materials. SubLessee shall not bring any materials onto the Property or allow under its authority any materials to be brought onto the Property which are so-Sublandlord represents called "Hazardous Waste" or "Hazardous Materials" under federal or state environmental laws or which would subject Lessor or Lessee to liability for clean-up or other damages if such were spilled, released or disposed of (through storm sewers or otherwise) on the Property except for normal office chemicals such as copier toner kept in legal and warrants to Sub-Subtenant that, to proper containers. To the best of Sub-SublandlordLessor's actual knowledge, the Property does not currently contain any "Hazardous Waste" or "Hazardous Materials" as described above. Lessee shall at all times and in all respects comply with all federal, state and local laws, ordinances and regulations ("Hazardous Materials Laws") relating to the industrial hygiene, environmental protection or the use, analysis, generation, manufacture, storage, presence, disposal or transportation of any oil, flammable explosives, asbestos, urea formaldehyde, polychlorinated biphenyls, radioactive materials or 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"). Lessee shall at its own expense procure, maintain in effect and comply with all conditions of any and all permits, licenses and other governmental and regulatory approvals required for Lessee's use of the Sub-Sublease Commencement Date Premises, including, without limitation, discharge of (iappropriately treated) materials or waste into or through any sanitary sewer system serving the Sublease Premises. Except as discharged into the sanitary sewer in strict accordance and conformity with all applicable Hazardous Materials Laws, Lessee shall cause any and all Hazardous Materials to be removed from the Premises and transported solely by duly licensed haulers to duly licensed facilities for final disposal of such Hazardous Materials and wastes. Lessee shall in all respects handle, treat, deal with and manage any and all Hazardous Materials in, on, under or about the operations conducted thereof Premises in complete conformity with all applicable Hazardous Materials Laws and prudent industry practices regarding the management of such Hazardous Materials. All reporting obligations imposed by Sub-Sublandlord prior Hazardous Materials Laws are solely the responsibility of Lessee. Upon expiration or earlier termination of this Lease, Lessee shall cause all Hazardous Materials to be removed from the Sub-Sublease Commencement Date are Premises and transported for use, storage or disposal in accordance with and in complete compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all applicable Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, Lessee shall not take any remedial action in response to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Lawsin, pending on, about or under the Premises or in any Improvement situated on the Land, nor enter into any settlement agreement, consent decree or other compromise in respect to any claims relating to any Hazardous Materials in any way connected with the Premises or pending investigations the Improvements on the Land 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, Lessee shall remove all tanks or fixtures which contain or contained or are contaminated with Hazardous Materials. If Lessor has reason to believe that unauthorized Hazardous Materials may exist on or in respect to the presence of Hazardous Materials on or about the Sublease Premises, or that Hazardous Materials may have been spilled or disposed of or treated or handled in violation of the soilprovisions hereof, groundwater or surface water thereofLessor shall have the right to require Lessee to undertake and submit to Lessor an environmental audit from an environmental company reasonably acceptable to Lessor, which audit shall evidence Lessee's compliance with this provision. Except Lessor may, at its expense, commission an environmental audit of the Premises at any time after prior written notice to Lessee. Anything in this Article XXIV to the extent that contrary notwithstanding, the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged provisions of this Article shall only apply to hazardous materials and waste brought onto the Office/Warehouse Complex by Sub-SubtenantLessee, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible forlicensees, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Sublease.

Hazardous Materials. Sub-Sublandlord represents and warrants Except for the Hazardous Materials which the original Tenant under this Lease must use in order to Sub-Subtenant that, operate its business in the Premises (all of which Hazardous Materials still being subject to the best remaining terms of Sub-Sublandlord's actual knowledgethis Paragraph 8(c)), as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior Tenant agrees not to the Sub-Sublease Commencement Date are in compliance with all cause or knowingly permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Premises by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, "Tenant's Parties"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. In furtherance of the foregoing, (i) within one hundred twenty (120) days following the Commencement Date, Tenant shall in writing identify to Landlord the Hazardous Materials and quantities planned for use by Tenant in the Premises during the then-current Lease Year, and (ii) from time to time (but not more often than annually), upon Landlord's request, Tenant shall furnish to Landlord a written description of the Hazardous Materials and quantities used at the Premises during the most recent past calendar year. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises or any portion thereof by Tenant or any of Tenant's Parties, up to the clean up standards imposed by law or governmental regulators having jurisdiction. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, shareholdersemployees, agents, successors or and assigns (collectively, "Sub-Subtenant Landlord Indemnified Parties") Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' feefees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, Premises and which are caused or the soil, groundwater knowingly permitted by Tenant or surface water thereof, as a result any of the storage, disposal, use, or Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials at the Premises which Tenant becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordTenant or any other persons or entities. In the event of any release of Hazardous Materials caused or knowingly permitted by Tenant or any of Tenant's Parties, its agentsLandlord shall have the right, employeesbut not the obligation, contractors to cause Tenant to immediately take all steps Landlord deems necessary or inviteesappropriate to remediate such release and prevent any similar future release to the clean up standards imposed by law or governmental regulators. Sub-SublandlordAs used in this Lease, the term "Hazardous Materials" shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs"), and freon and other chlorofluorocarbons. None of the foregoing is intended to reduce or expand Landlord's representations or Tenant's rights and obligations under any prior agreements to which Landlord and Tenant are parties concerning environmental remediation relating to Tenant's prior occupancy of the Premises. The provisions of this Section shall Subparagraph 8(c) will survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents and warrants Tenant shall not cause or permit any Hazardous Material (as hereinafter defined) to Sub-Subtenant thatbe brought upon, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are kept or used in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Premises by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-SublandlordTenant, its agents, employees, contractors or invitees, without the prior written consent of Landlord, which consent may be granted or withheld at Xxxxxxxx’s sole discretion. Sub-Sublandlord's representations under For the purpose of this Section Lease, “Hazardous Material” shall include oil, flammable explosives, asbestos, urea formaldehyde, radioactive materials or waste (with the exception of waste typically found in a dental practice), or other hazardous, toxic, contaminated or polluting materials, substances or wastes, including, without limitation, any “hazardous substances”, “hazardous wastes”, “hazardous materials” or “toxic substances” as such terms are defined in the Resource Conservation and Recovery Act and the Comprehensive Environment Response, Compensation and Liability Act, and in any other law, ordinance, rule, regulation or order promulgated by the federal or state government, or any other governmental entity having jurisdiction over The Falls Office Park or the parties to this Lease. If Tenant breaches the obligations set forth in this paragraph, or if the presence of Hazardous Material in the Premises or at The Falls Office Park caused or permitted by Tenant (whether or not Landlord has given its consent to the presence of such Hazardous Material in the Premises) results in contamination of the Premises or any other part of The Falls Office Park, or if contamination of The Falls Office Park by Hazardous Material otherwise occurs for which Tenant is legally liable, the Tenant shall indemnify, defend and hold Landlord harmless from any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses, including, without limitation, diminution in value of The Falls Office Park, damages for the loss or restriction on use of rentable space or floor in or of any amenity of The Falls Office Park, damages arising from any adverse impact on leasing space in The Falls Office Park, sums paid in settlement of claims, and any attorney’s fees, consultant fees and expert fees which arise during or after the term of this Lease as a result of such contamination. This indemnification of Landlord by Tenant shall survive the expiration or termination of this SubLease and includes, 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 government agency or political subdivision because of Hazardous Material present in, on or under the Premises. Without limiting the foregoing, if the presence of any Hazardous Material caused or permitted by Tenant or its agents, employees, contractors or invitees, results in any contamination of The Falls Office Park, Tenant shall promptly take all actions, at its sole expense, as are necessary to return The Falls Office Park to the condition existing prior to the introduction of any such Hazardous Material; provided that Landlord’s approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-Subleaseterm or short-term effects on The Falls Office Park. Tenant shall promptly notify Landlord of any such contamination.

Hazardous Materials. SubThe term "Substances," as used in this Lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the use, storage, handling, disposal, transportation or removal of which is regulated, restricted, prohibited or penalized by any "Environmental Law," which term shall mean any federal, state or local law, ordinance or other statute of a governmental or quasi-Sublandlord represents governmental authority relating to pollution or protection of health or the environment and warrants to Sub-Subtenant thatshall specifically include, to but not be limited to, any "hazardous substance" as that term is defined under the best Comprehensive Environmental Response, Compensation and Liability Act of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date 1980 and any amendments or successors in function thereto. Tenant hereby agrees that (i) no activity will be conducted on the Sublease Premises that will produce any Substance except for such activities that are part of the ordinary course for Tenant's business activities (the "Permitted Activities") provided said Permitted Activities are conducted in accordance with all Environmental Laws and have been approved in advance in writing by Landlord (which approval Landlord may grant or withhold in its sole discretion); Tenant shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (ii) the Premises will not be used in any manner for the storage of any Substance except for the temporary storage of such materials that are used in the ordinary course of Tenant's business provided such substances are properly stored in a manner and location meeting all Environmental Laws and approved in advance in writing by Landlord (which approval Landlord may grant or withhold in its sole discretion); Tenant shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (iii) no portion of the Premises will be used as a landfill or a dump; (iv) other than a generator and its associated aboveground fuel supply, Tenant will not install any underground or aboveground tank of any type; (v) Tenant will not allow any surface or subsurface conditions to exist or come into existence that constitute, or with the passage of time, may constitute a public or private nuisance; (vi) Tenant will not permit any Substances to be brought onto the Premises, except in accordance with the terms and conditions hereof, and if so brought or found located thereon, the same shall be immediately removed, and properly disposed, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws; and (vii) Tenant shall in all regards comply with Environmental Laws including, without limitation, meeting any necessary financial responsibility requirements. Prior to any Substance being brought upon or into the Premises, whether Landlord's written permission is required or not, Tenant will providx xx Xxxdlord any applicable material safety data sheets regarding said Substance as well as a written description of the amount of such Substance to be brought upon or into the Premises and the operations conducted thereof by Sub-Sublandlord prior common and recognized chemical name of such Substance. Tenant shall bear responsibility for insuring that all record keeping, reporting and remediation responsibilities of Tenant under Environmental Laws are met and Tenant assumes all such responsibility and liability for such legal compliance. Landlord or Landlord's representative shall have the right, but not the obligation, to enter the Sub-Sublease Commencement Date are in Premises for, among other purposes, the purposes of inspecting the storage, use and disposal of any Substances and to review compliance with all Hazardous Materials laws; and (ii) Sub-SublandlordEnvironmental Laws. Should it be determined, in Landlord's handlingsole opinion, transportationthat any Substances are being improperly stxxxx, storagexxed, treatmentor disposed of, disposal, then Tenant shall immediately take such corrective action as required by applicable Environmental Laws. Tenant will provide Landlord written notification of the release or use disposal of Hazardous Materials that has occurred on any Substances either within the Premises or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents outside of Tenant's Premises and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any will also provide Landlord written notice of any violation pending or alleged violation threatened litigation concerning the breach or purported breach of any Hazardous Materials Environmental Laws. If at any time during or after the term of the Lease, pending claims the Premises is found to be contaminated by Substances or pending investigations with respect subject to the presence said conditions, arising from or as a result of Hazardous Materials on Tenant's negligence (whether in whole or about the Sublease Premises, in part) or the soil, groundwater use of the Premises or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported any Substances by Tenant or discharged by Sub-Subtenant, its any of Tenant's agents, employees, contractorsassigns or subtenants, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant Tenant shall not be responsible fordiligently institute proper and thorough cleanup procedures in accordance with Environmental Laws at Tenant's sole cost, and Sub-Subtenant Tenant agrees to indemnify and hold Landlord harmless from all claimx, xxxands, actions, liabilities, costs, expenses, damages, fines, reimbursement, restitution, response costs, cleanup costs and obligations (including investigative responses and attorney's fees) of any nature. The foregoing indemnification and the Sub-Subtenant Parties hereby are released fromresponsibilities of Tenant shall apply to Tenant regardless of whether they arise from any Permitted Activity or from any Substances, any claimthe use of which Landlord approved, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section and shall survive the termination or expiration of this Sub-Sublease.Lease. Landlord shall be under no obligation to expend any sums or to seek reimbursement to enforce the indemnification obligations of Tenant hereunder. Permitted Materials: The chemical components of the FM 200 Fire Suppression System. Diesel fuel as required for the generator

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant thatSublessee shall neither use, to Store, discharge or dispose, nor permit the best use, storage, discharge or disposal of Sub-Sublandlord's actual knowledgeany Hazardous Substances within or around the Subleased premises or Common Areas. For purposes hereof, the term "HAZARDOUS MATERIALS" shall mean petroleum or any petroleum product, or any hazardous material, hazardous waste, or hazardous substance, as of the Sub-Sublease Commencement Date such terms are defined in (i) the Sublease Resource Conservation and Recovery Act, as amended, 42 U.S.C. Section 6901 ET SEQ., (ii) Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S,C, Section 9601 ET. SEQ., (iii) the Hazardous Materials Transportation Act, as amended, 49 U.S.C. Section 1802 ET. SEQ., (iv) the Toxic Substances Control Act, as amended, 15 U.S.C. Section 2601 ET. SEQ., and (v) in any other applicable federal, state and local statutes, laws and ordinances, now existing or hereafter enacted and all regulations now or hereafter promulgated pursuant thereto (together, "HAZARDOUS MATERIALS LAWS"); provided, however, that Sublessee may use, store and dispose of Hazardous Materials on the Subleased Premises and the operations conducted thereof by Sub-Sublandlord prior as necessary to the Sub-Sublease Commencement Date ordinary and customary operation of Sublessee's business, in commercially reasonable quantities, so long as such use, storage and disposal are conducted by Sublessee with Sublessor's prior written consent and in strict compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all applicable Hazardous Materials Laws. Sub-Sublandlord further represents and warrants thatSublessee shall promptly report any spill, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought release or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation discharge of any Hazardous Materials on, to or from the Subleased Premises or the Common Areas to Sublessor, and to appropriate governmental authorities, in accordance with applicable Hazardous Materials Laws, pending claims and shall promptly clean up and remediate any spill, release or pending investigations with respect to the presence discharge of any Hazardous Materials on on, to or about from the Sublease PremisesSubleased Premises in strict compliance with all governmental requirements and Hazardous Materials Laws. Sublessee agrees to indemnify, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible fordefend, and Sub-Subtenant hold harmless Sublessor against all claims (including, without limitation, all governmental claims, whether under statute, regulation or common law), liabilities, penalties and the Sub-Subtenant Parties hereby are released fromcosts (including, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penaltybut not limited to, attorneys' fee, consultant's cost, expense fees) incurred by or damage owing made against Sublessor or alleged to be owing with respect to any Hazardous Material present on or about imposed against the Sublease Premises, Subleased Premises or the soil, groundwater or surface water thereof, Common Areas as a result of any act or omission of Sublessee or any Sublessee Related Party which constitutes a breach or alleged breach of the storagewarranties, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under and covenants contained in this Section shall survive the termination of this Sub-Subleaseparagraph.

Hazardous Materials. SubIf Buyer discovers any hydrocarbon substances, polychlorinated biphenyls, or any other hazardous or toxic substances, wastes or materials pollutants or contaminants pollutants or contaminants (as determined under federal, state or local law then in effect), asbestos or asbestos-Sublandlord represents bearing materials or other environmental condition subject to legal requirements for corrective action or affecting the Property, Buyer shall immediately notify Seller, and warrants if such discovery is made after the Close of Escrow, Buyer shall cause the condition to Subbe corrected in accordance with applicable law. From and after the Close of Escrow, Buyer shall protect, defend, indemnify and hold Seller and its parent company and their respective affiliates and subsidiaries, and their respective directors, officers, participants, employees and agents (collectively, “Seller Entities”) free and harmless from and against any and all claims (including third party claims), demands, losses, liabilities, damages, costs and expenses, including, without limitation, investigatory expenses, clean-Subtenant that, to up costs and reasonable attorneys’ fees of whatever kind or nature arising from or in any way connected with the best of Sub-Sublandlord's actual knowledge, as Property condition or any other aspect of the Sub-Sublease Commencement Date Property, no matter whether earlier discoverable or not and any effort of Buyer and/or Buyer’s contractors to correct the same. Buyer’s obligations of indemnity set forth herein shall survive the Close of Escrow and shall not be merged with the Deed. If Seller has furnished to Buyer any Phase I report (i) a “Phase I Report”), Buyer acknowledges and agrees that Seller has not made any representations or warranties regarding the Sublease Premises Phase I Report nor the content, completeness or accuracy of the Phase I Report and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use that Seller shall have no liability for any of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater environmental or surface water thereof, prior structural conditions or any other conditions or matters described in the Phase I Report or otherwise. Buyer acknowledges and agrees that Buyer has been provided with an adequate opportunity to review the Phase I Report and to retain its own consultants and experts to review the Report and conduct its own inspections and examinations of the Property and all matters relating to the Sub-Sublease Commencement DateProperty. By its execution of this Agreement, Buyer (1) acknowledges that it is fully aware of the matters described in the Phase I Report, a copy of which Buyer has been in compliance with received and has reviewed and (2) after receiving advice of its legal counsel, waives any and all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants thatrights or remedies whatsoever, to the best express or implied, Buyer may have against Seller, including remedies for damages arising out of Sub-Sublandlord's actual knowledgeor resulting from any unknown, no litigation has been brought unforeseen or threatened, nor any settlements reached with any governmental unanticipated presence or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice release of any violation hazardous substances from or alleged violation on the Property. The provisions of any Hazardous Materials Laws, pending claims or pending investigations with respect to this paragraph shall survive the presence Close of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant Escrow and shall not be responsible for, and Sub-Subtenant and merged with the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-SubleaseDeed.

Hazardous Materials. Sub-Sublandlord represents and warrants Subject to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as all of the Sub-Sublease Commencement Date TCCs of the Lease (i) including, but not limited to, the Sublease provisions of Section 29.33 of the Office Lease), Tenant will be permitted to have small quantities of Hazardous Materials in the Substitute Premises so long as such Hazardous Materials are used in connection with the Permitted Use of the Substitute Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are kept, used and stored in compliance with all Applicable Laws. If Tenant elects to bring Hazardous Materials laws; and into the Substitute Premises (ii) Sub-Sublandlord's handlingas more particularly contemplated by the foregoing), transportation, storage, treatment, disposal, release or use of such Hazardous Materials that has occurred on or about the Sublease Premisesshall be stored, or the soilproperly packaged and labeled, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been disposed of and/or used in compliance accordance with all Hazardous Materials applicable Environmental Laws. Sub-Sublandlord further represents and warrants thatIn addition, Tenant agrees that it: (i) shall not cause or suffer to occur, the best of Sub-Sublandlord's actual knowledgerelease, no litigation has been brought discharge, escape or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation emission of any Hazardous Materials Lawsat, pending claims upon, under or pending investigations with respect within the Substitute Premises or any contiguous or adjacent premises; (ii) shall not engage in activities at the Substitute Premises that could result in, give rise to, or lead to the presence imposition of Hazardous Materials on liability upon Tenant or about the Sublease Premises, Landlord or the soil, groundwater creation of a lien upon the building or surface water thereof. Except to land upon which the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns Substitute Premises is located; ("Sub-Subtenant Parties"iii) Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, notify Landlord promptly following receipt of any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing knowledge with respect to any Hazardous Material present on actual release, discharge, escape or about the Sublease Premises, emission (whether past or the soil, groundwater or surface water thereof, as a result present) of the storage, disposal, use, or release of any Hazardous Materials at, upon, under or within the Substitute Premises; and (iv) shall promptly forward to Landlord copies of all orders, notices, permits, applications and other communications and reports in connection with any release, discharge, escape or emission of any Hazardous Materials at, upon, under or within the Substitute Premises or any contiguous or adjacent premises. At any time following Tenant's receipt of a request from Landlord, Tenant shall promptly complete a "hazardous materials questionnaire" using the form then-provided by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-SubleaseLandlord.

Hazardous Materials. Sub-Sublandlord (i) The Landlord hereby represents and warrants to Sub-Subtenant that, that to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual its knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on (as defined below) are located within the Building or about Parking Garage and that there has never been environmental pollution to the Sublease PremisesProperty. In the event that Hazardous Materials are located in the Building or Parking Garage not as a result of Tenant's conduct, or the soiland any action is required to be taken under any Environmental Law (hereinafter defined), groundwater or surface water thereof, nor has Sub-Sublandlord received any then Landlord will promptly give written notice of any violation or alleged violation of any to Tenant that identifies the Hazardous Materials Lawsand the actions required to be taken and Landlord will take such action to bring the Building and Parking Garage into compliance with applicable Environmental Laws within thirty (30) days after the requirement arises and will -provide reasonable evidence of such compliance to the Tenant; provided, pending claims however, in the event such compliance or pending investigations with respect registration cannot reasonably be completed or obtained within such thirty (30) days, the Landlord will not be in default hereunder provided the Landlord commences such corrective action within said thirty (30) days and diligently pursues the same to completion. Notwithstanding the foregoing, in the event the presence of Hazardous Materials Substances (for reasons other than the violation of Tenant's covenants under subparagraph 26(o)(ii)) renders all or any portion of the Premises untenantable for seven (7) consecutive business days, then Rent payable hereunder shall xxxxx commencing on the eighth (8th) business day of such untenantability in whole (if the entire Premises is untenantable) or about in part (if only a portion of the Sublease PremisesPremises is untenantable) until the Premises are tenantable. For purposes of this subparagraph 26(o)(i),[A] in the event that more than seventy-five percent (75%) of any floor included in the Premises is untenantable, or it shall be deemed that the soilentire floor is untenantable, groundwater or surface water thereofbut if more than fifty percent (50%) of any floor is included in the Premises is untenantable and Tenant is therefore unable to use the balance of such floor, then it shall be deemed that the entire floor is untenantable; and [B] if more than seventy-five percent (75%) of the Premises is untenantable, then all of the Premises will be deemed untenantable. Except If the period of untenantability shall continue for one hundred twenty (120) days, then Tenant, by notice to Landlord prior to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result end of the storage, disposal, use, or release period of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under untenantability may terminate this Section shall survive the termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents and warrants (a) Tenant shall not cause or permit the storage, use, generation, release, or disposal (collectively, “Handling”) of any Hazardous Materials (as defined below), in, on, or about the Premises by Tenant or any agents, employees, contractors, licensees, subtenants, customers, guests or invitees of Tenant (collectively , “Tenant’s Invitees”), except that Tenant shall be permitted to Sub-Subtenant thatuse 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”), to provided that the best Handling of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance such Common Office Chemicals shall comply at all times with all Hazardous Materials lawsLaws (as defined below). 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 (iib) Sub-Sublandlord's handlingall claims made or threatened by any third party against Tenant, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease PremisesLandlord, or the soilPremises relating to damage, groundwater contribution, cost recovery, compensation, loss, or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor injury resulting from any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises. Without Landlord’s prior written consent, or the soilTenant shall not take any remedial action (other than as necessitated by an emergency, groundwater or surface water thereof, nor has Sub-Sublandlord received any in which case Tenant shall give Landlord oral notice as soon as possible followed by written notice within one (1) business day of the remedial action, describing the emergency and the action taken) or enter into any violation agreements or alleged violation settlements in response to the presence of any Hazardous Materials Lawsin, pending claims or pending investigations with respect to the presence of Hazardous Materials on on, or about the Sublease Premises. Tenant shall be solely responsible for and shall indemnify, or the soildefend and hold Landlord and all other Indemnities (as defined in Section 14 below), groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was releasedharmless from and against any and all loss, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligationcost, liability, cause claim, damage and expense, including, without limitation, loss of actionsale value, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged ability to be owing with respect to any Hazardous Material present on or about rent the Sublease Premises, investigation costs and reasonable attorneys’ fees and disbursements, arising out of or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release in connection with (i) any Handling of Hazardous Materials by SubTenant or Tenant’s Invitees or Tenant’s breach of its obligations hereunder that is not the result of any pre-Sublandlordexisting condition on the Premises, or (ii) any removal, cleanup, or restoration work and materials necessary to return the Premises to its agents, employees, contractors or inviteescondition existing prior to such Handling of Hazardous Materials by Tenant not the result of any such pre-existing condition. Sub-Sublandlord's representations Tenant’s obligations under this Section shall survive the expiration or other termination of this SubLease. 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” or “hazardous materials” in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 9601-Sublease9657; 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 Hazardous Materials now or at any time hereafter in effect (collectively, “Hazardous Materials Laws”).

Hazardous Materials. Sub-Sublandlord represents and warrants Tenant shall not cause or permit any Hazardous ------------------- Material (as hereinafter defined) to Sub-Subtenant thatbe brought upon, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are kept or used in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease PremisesPremises or the Building by Tenant, its agents, principals, employees, assigns, sublessees, contractors, consultants or invitees without the prior written consent of Landlord, which consent may be withheld for any reason whatsoever or for no reason at all. If Tenant breaches the obligations stated in the preceding sentence, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to if the presence of Hazardous Materials Material on the Premises or around the Building caused or permitted by Tenant (or the aforesaid others) results in contamination of the Premises or the Building or the surrounding area(s), or if contamination of the Premises or the Building or the surrounding area(s) by Hazardous Material otherwise occurs for which Tenant is legally, actually or factually liable or responsible to Landlord (or any party claiming by, through or under Landlord) for damages, losses, costs or expenses resulting therefrom, then Tenant shall fully and completely indemnify, defend and hold harmless Landlord (or any party claiming by, through or under Landlord) from any and all claims, judgments, damages, penalties, fines, costs liabilities or losses [including, without limitation: (i) diminution in the value of the Premise and/or the Building and/or the land on which the Building is located and/or any adjoining area(s) which Landlord owns or in which it holds a property interest; (ii) damages for the loss or restriction on use of rentable or usable space of any amenity of the Premises, the Building or the land on which the Building is located; (iii) damages arising from any adverse impact on marketing of space; and (iv) any sums paid in settlement of claims, attorneys' fees, consultants fees and expert fees] which arise during or after the term of this Lease, as may be extended, as a consequence of such contamination. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work required by any federal, state or local government agency or political subdivision because of Hazardous Material present in the soil or ground water on or under the Premises or the Building. Without limiting the foregoing, if the presence of any Hazardous Material on, under or about the Sublease Premises, the Building or the soilsurrounding area(s) caused or permitted by Tenant (or the aforesaid others) results in any contamination of the Premises, groundwater the Building or surface water thereof. Except the surrounding area(s), Tenant shall immediately take all actions at its sole expense as are necessary or appropriate to return the Premises, the Building and the surrounding area(s) to the extent that condition existing prior to the introduction of any such Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged thereto; provided that Landlord's prior written approval of such actions by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant Tenant shall not be responsible for, first obtained. The foregoing obligations and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause responsibilities of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section Tenant shall survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Tenant shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any Hazardous Material upon or about the Property, nor permit Tenant's employees, agents, contractors, and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as other occupants of the Sub-Sublease Commencement Date Premises to engage in such activities upon or about the Property. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily used in offices (ior such other business or activity expressly permitted to be undertaken in the Premises under Article 6), provided: (a) such substances shall be used and maintained only in such quantities as are reasonably necessary for such permitted use of the Sublease Premises Premises, strictly in accordance with applicable Law and the operations conducted thereof by Sub-Sublandlord prior manufacturers' instructions therefor, (b) such substances shall not be disposed of, released or discharged on the Property, and shall be transported to and from the Sub-Sublease Commencement Date are Premises, and the Parking Space, in compliance with all applicable Laws, and as Landlord shall reasonably require, (c) if any applicable Law or Landlord's trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Tenant shall make arrangements at Tenant's expense for such disposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), and shall ensure that disposal occurs frequently enough to prevent unnecessary storage of such substances in the Premises, and the Parking Space, and (d) any remaining such substances shall be completely, properly and lawfully removed from the Property upon expiration or earlier termination of this Lease. Tenant shall promptly after becoming aware of same notify Landlord of: (i) any enforcement, cleanup or other regulatory action taken or threatened by any governmental or regulatory authority with respect to the presence of any Hazardous Materials laws; and Material on the Premises, or the Parking Space or the migration thereof from or to other property, (ii) Sub-Sublandlord's handlingany demands or claims made or threatened by any party against Tenant, transportationthe Premises or the Parking Space relating to any loss or injury resulting from any Hazardous Material, storage(iii) any release, treatmentdischarge or nonroutine, disposalimproper or unlawful disposal or transportation of any Hazardous Material on or from the Premises or the Parking Space, release and (iv) any matters where Tenant is required by Law to give a notice to any governmental or use of regulatory authority respecting any Hazardous Materials that on the Premises or the Parking Space. Landlord shall have the right (but not the obligation) to join and participate, as a party, in any legal proceedings or actions affecting the Premises, or the Parking Space, initiated in connection with any environmental, health or safety Law. At such times as Landlord may reasonably request, Tenant shall provide Landlord with a written list identifying any Hazardous Material then used, stored, or maintained upon the Premises and the Parking Space of the Building, the use and approximate quantity of each such material, a copy of any material safety data sheet ("MSDS") issued by the manufacturer therefor, written information concerning the removal, transportation and disposal of the same, and such other information as Landlord may reasonably require or as may be required by Law. The term "HAZARDOUS MATERIAL" for purposes hereof shall mean any chemical, substance, material or waste or component thereof which is now or hereafter listed, defined or regulated as a hazardous or toxic chemical, substance, material or waste or component thereof by any federal, state or local governing or regulatory body having jurisdiction, or which would trigger any employee or community "right-to-know" requirements adopted by any such body, or for which any such body has occurred adopted any requirements for the preparation or distribution of an MSDS. If any Hazardous Material is released, discharged or disposed of by Tenant or any other occupant of the Premises, or their employees, agents or contractors, on or about the Sublease Property in violation of the foregoing provisions, Tenant shall immediately, properly and in compliance with applicable Laws clean up and remove the Hazardous Material from the Property and any other affected property and clean or replace any affected personal property (whether or not owned by Landlord), at Tenant's expense. Such clean up and removal work shall be subject to Landlord's prior written approval (except in emergencies), and shall include, without limitation, any testing, investigation, and the preparation and implementation of any remedial action plan required by any governmental body having jurisdiction or reasonably required by Landlord. If Tenant shall fail to comply with the provisions of this Article within five (5) days after written notice by Landlord, or such shorter time as may be required by Law or in order to minimize any hazard to Persons or property, Landlord may (but shall not be obligated to) arrange for such compliance directly or as Tenant's agent through contractors or other parties selected by Landlord, at Tenant's expense (without limiting Landlord's other remedies under this Lease or applicable Law). If any Hazardous Material is released, discharged or disposed of on or about the Property and such release, discharge or disposal is not caused by Tenant or other occupants of the Premises, or the soiltheir employees, groundwater agents or surface water thereofcontractors, prior such release, discharge or disposal shall be deemed casualty damage under Article 10 to the Sub-Sublease Commencement Dateextent that the Premises, has been the Parking Space, or common areas serving the Premises are affected thereby; in compliance with all Hazardous Materials Lawssuch case, Landlord and Tenant shall have the obligations and rights respecting such casualty damage provided under Article 10. Sub-Sublandlord further Landlord represents and warrants that, to the best of Sub-SublandlordLandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence Property is free of Hazardous Materials on or about the Sublease PremisesMaterial, or the soilprovided, groundwater or surface water thereofhowever, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any this representation and warranty shall not be construed to mean that Hazardous Materials Lawswhich are commonly used in the operation and maintenance of newly constructed office buildings (including, pending claims or pending investigations with respect to without limitation, cleaning materials and lubricants) are not present at the Property. Landlord shall promptly notify Tenant of the presence of Hazardous Materials on in or about the Sublease Premises, or Property if the soil, groundwater or surface water thereof. Except presence of such Hazardous Materials presents a risk to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported health or discharged by Sub-Subtenant, its agents, property of Tenant or Tenant's employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Sublease.

Hazardous Materials. SubTenant covenants and agrees not to permit, introduce or maintain in, on or about any portion of the Premises, any asbestos, polychlorinated biphenyls, petroleum products or any other hazardous or toxic materials (other than de minimis amounts of pre-Sublandlord packaged cleaning and related consumer products used lawfully for office use), wastes and substances which are defined, determined or identified as such in any Laws (whether now existing or hereafter enacted or promulgated) or any judicial or administrative interpretation of any thereof, including any judicial or administrative orders or judgments. Any such asbestos, polychlorinated biphenyls, petroleum products and any such other hazardous or toxic materials, wastes and substances are herein collectively called “Hazardous Materials”. Tenant further covenants and agrees to indemnify, protect and save Landlord harmless against and from any and all damages, losses, liabilities, obligations, penalties, claims, litigation, demands, defenses, judgments, suits, proceedings, costs, disbursements or expenses of any kind or of any nature whatsoever (including, without limitation, reasonable attorneys’ and experts’ fees and disbursements) which may at any time be imposed upon, incurred by or asserted or awarded against Landlord and arising from or out of any Hazardous Materials on, in, under or affecting all or any portion of the Premises, introduced by, or on behalf of, Tenant including, without limitation, (a) the costs of remediating (in a manner satisfactory to Landlord) of any and all such Hazardous Materials, (b) additional costs required to take precautions required under applicable Laws, orders, judgments or regulations, to protect against the release of Hazardous Materials on, in, under or affecting the Premises, into the air, any body of water, any other public domain or any surrounding areas, and (c) any costs incurred to comply, in connection with all or any portion of the Premises, with all applicable Laws, orders, judgments and regulations with respect to Hazardous Materials. Landlord covenants and agrees to indemnify, protect and save Tenant harmless against and from any and all damages, losses, liabilities, obligations, penalties, claims, litigation, demands, defenses, judgments, suits, proceedings, costs, disbursements or expenses of any kind or of any nature whatsoever (including, without limitation, reasonable attorneys’ and experts’ fees and disbursements) which may at any time be imposed upon, incurred by or asserted or awarded against Tenant and arising from or out of any Hazardous Materials on, in, under or affecting all or any portion of the Premises, introduced by, or on behalf of, Landlord. The provisions of this ARTICLE 11 shall survive the expiration or earlier termination of this Lease. Landlord represents and warrants to Sub-Subtenant Tenant that, to the best of Sub-Sublandlord's Landlord’s actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all there are no Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to at or under the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged Premises in violation of any Hazardous Materials applicable Laws, pending claims orders, judgments or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleaseregulations.

Hazardous Materials. SubThe term "Substances," as used in this Lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the use, storage, handling, disposal, transportation or removal of which is regulated, restricted, prohibited or penalized by any "Environmental Law," which term shall mean any federal, state or local law, ordinance or other statute of a governmental or quasi-Sublandlord represents governmental authority relating to pollution or protection of health or the environment and warrants to Sub-Subtenant thatshall specifically include, to but not be limited to, any "hazardous substance" as that term is defined under the best Comprehensive Environmental Response, Compensation and Liability Act of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date 1980 and any amendments or successors in function thereto. Tenant hereby agrees that (i) no activity will be conducted on the Sublease Premises that will produce any Substance except for such activities that are part of the ordinary course for Tenant's business activities (the "Permitted Activities") provided said Permitted Activities are conducted in accordance with all Environmental Laws and have been approved in advance in writing by Landlord (which approval Landlord may grant or withhold in its sole discretion); Tenant shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (ii) the Premises will not be used in any manner for the storage of any Substance except for the temporary storage of such materials that are used in the ordinary course of Tenant's business provided such substances are properly stored in a manner and location meeting all Environmental Laws and approved in advance in writing by Landlord (which approval Landlord may grant or withhold in its sole discretion); Tenant shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (iii) no portion of the Premises will be used as a landfill or a dump; (iv) Tenant will not install any underground or aboveground tank of any type; (v) Tenant will not allow any surface or subsurface conditions to exist or come into existence that constitute, or with the passage of time, may constitute a public or private nuisance; (vi) Tenant will not permit any Substances to be brought onto the Premises, except in accordance with the terms and conditions hereof, and if so brought or found located thereon, the same shall be immediately removed, and properly disposed, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws; and (vii) Tenant shall in all regards comply with Environmental Laws including, without limitation, meeting any necessary financial responsibility requirements. Prior to any Substance being brought upon or into the Premises, whether Landlord's written permission is required or not, Tenant will provide to Landlord any applicable material safety data sheets regarding said Substance as well as a written description of the amount of such Substance to be brought upon or into the Premises and the operations conducted thereof by Sub-Sublandlord prior common and recognized chemical name of such Substance. Tenant shall bear responsibility for insuring that all record keeping, reporting and remediation responsibilities of Tenant under Environmental Laws are met and Tenant assumes all such responsibility and liability for such legal compliance. Landlord or Landlord's representative shall have the right, but not the obligation, to enter the Sub-Sublease Commencement Date are in Premises for, among other purposes, the purposes of inspecting the storage, use and disposal of any Substances and to review compliance with all Hazardous Materials laws; and (ii) Sub-SublandlordEnvironmental Laws. Should it be determined, in Landlord's handlingsole opinion, transportationthat any Substances are being improperly stored, storageused, treatmentor disposed of, disposal, then Tenant shall immediately take such corrective action as required by applicable Environmental Laws. Tenant will provide Landlord written notification of the release or use disposal of Hazardous Materials that has occurred on any Substances either within the Premises or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents outside of Tenant's Premises and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any will also provide Landlord written notice of any violation pending or alleged violation threatened litigation concerning the breach or purported breach of any Hazardous Materials Environmental Laws. If at any time during or after the term of the Lease, pending claims the Premises is found to be contaminated by Substances or pending investigations with respect subject to the presence said conditions, arising from or as a result of Hazardous Materials on Tenant's negligence (whether in whole or about the Sublease Premises, in part) or the soil, groundwater use of the Premises or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported any Substances by Tenant or discharged by Sub-Subtenant, its any of Tenant's agents, employees, contractorsassigns or subtenants, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant Tenant shall not be responsible fordiligently institute proper and thorough cleanup procedures in accordance with Environmental Laws at Tenant's sole cost, and Sub-Subtenant Tenant agrees to indemnify and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages, fines, reimbursement, restitution, response costs, cleanup costs and obligations (including investigative responses and attorney's fees) of any nature. The foregoing indemnification and the Sub-Subtenant Parties hereby are released fromresponsibilities of Tenant shall apply to Tenant regardless of whether they arise from any Permitted Activity or from any Substances, any claimthe use of which Landlord approved, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section and shall survive the termination or expiration of this Sub-SubleaseLease. Landlord shall be under no obligation to expend any sums or to seek reimbursement to enforce the indemnification obligations of Tenant hereunder.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute "Hazardous Materials" as defined in this Lease), Lessee agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Project by Sub-SubtenantLessee, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, "Lessee's Parties"), without the prior written consent of Lessor, which consent Lessor may withhold in its sole and absolute discretion. Concurrently with the execution of this Lease, Lessee agrees to complete and deliver to Lessor an Environmental Questionnaire in the form of Exhibit "G" attached hereto. Upon the expiration or earlier termination of this Lease, Lessee agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Lessee or any of Lessee's Parties. To the fullest extent permitted by law, Lessee agrees to promptly indemnify, protect, defend and hold harmless Lessor and Lessor's partners, officers, directors, shareholdersemployees, agents, successors or and assigns (collectively, "Sub-Subtenant Lessor Indemnified Parties") Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, attorneys' feeliabilities, consultantpenalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorney's costfees, expense consultant fees and expert fees and court costs) which arise or damage owing or alleged to be owing with respect to any result from the presence of Hazardous Material present on Materials on, in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storage, disposal, use, Project and which are caused or permitted by Lessee or any of Lessee's Parties. Lessee agrees to promptly notify Lessor of any release of Hazardous Materials in the Premises, the Building or any other portion of the Project which Lessee becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordLessee or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Lessee or any of Lessee's Parties, its agentsLessor shall have the right, employeesbut not the obligation, contractors to cause Lessee to immediately take all steps Lessor deems necessary or inviteesappropriate to remediate such release and prevent any similar future release to the satisfaction of Lessor and Lessor's mortgagee(s). Sub-Sublandlord's representations At all times during the Term of this Lease, Lessor will have the right, but not the obligation, to enter upon the Premises to inspect, investigate, sample and/or monitor the Premises to determine if Lessee is in compliance with the terms of this Lease regarding Hazardous Materials. As used in this Lease, the term "Hazardous Materials" shall mean and include and substances or wastes now or hereafter designated as hazardous or toxic material under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs") and freon and other chlorofluorocarbons. The provisions of this Section shall Subparagraph 8(c) will survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. SubThe term "Substances," as used in this Lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the use, storage, handling, disposal, transportation or removal of which is regulated, restricted, prohibited or penalized by any "Environmental Law," which term shall mean any federal, state or local law, ordinance or other statute of a governmental or quasi-Sublandlord represents governmental authority relating to pollution or protection of health or the environment and warrants to Sub-Subtenant thatshall specifically include, to but not be limited to, any "hazardous substance" as that term is defined under the best Comprehensive Environmental Response, Compensation and Liability Act of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date 1980 and any amendments or successors in function thereto. Tenant hereby agrees that (i) no activity will be conducted on the Sublease Premises that will produce any Substance except for such activities that are part of the ordinary course for Tenant's business activities (the "Permitted Activities") provided said Permitted Activities are conducted in accordance with all Environmental Laws and have been approved in advance in writing by Landlord (which approval Landlord may grant or withhold in its sole discretion); Tenant shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (ii) the Premises will not be used in any manner for the storage of any Substance except for the temporary storage of such materials that are used in the ordinary course of Tenant's business provided such substances are properly stored in a manner and location meeting all Environmental Laws and approved in advance in writing by Landlord (which approval Landlord may grant or withhold in its sole discretion); Tenant shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (iii) no portion of the Premises will be used "as a landfill or a dump; (iv) Tenant will not install any underground or aboveground tank of any type; (v) Tenant will not allow any surface or subsurface conditions to exist or come into existence that constitute, or with the passage of time, may constitute a public or private nuisance; (vi) Tenant will not permit any Substances to be brought onto the Premises, except in accordance with the terms and conditions hereof, and if so brought or found located thereon, the same shall be immediately removed, and properly disposed, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws; and (vii) Tenant shall in all regards comply with Environmental Laws including, without limitation, meeting any necessary financial responsibility requirements. Prior to any Substance being brought upon or into the Premises, whether Landlord's written permission is required or not, Tenant will provide xx Xxxxlord any applicable material safety data sheets regarding said Substance as well as a written description of the amount of such Substance to be brought upon or into the Premises and the operations conducted thereof by Sub-Sublandlord prior common and recognized chemical name of such Substance. Tenant shall bear responsibility for insuring that all record keeping, reporting and remediation responsibilities of Tenant under Environmental Laws are met and Tenant assumes all such responsibility and liability for such legal compliance. Landlord or Landlord's representative shall have the right, but not the obligation, to enter the Sub-Sublease Commencement Date are in Premises for, among other purposes, the purposes of inspecting the storage, use and disposal of any Substances and to review compliance with all Hazardous Materials laws; and (ii) Sub-SublandlordEnvironmental Laws. Should it be determined, in Landlord's handlingsole opinion, transportationthat any Substances are being improperly stoxxx, storagexxxd, treatmentor disposed of, disposal, then Tenant shall immediately take such corrective action as required by applicable Environmental Laws. Tenant will provide Landlord written notification of the release or use disposal of Hazardous Materials that has occurred on any Substances either within the Premises or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents outside of Tenant's Premises and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any will also provide Landlord written notice of any violation pending or alleged violation threatened litigation concerning the breach or purported breach of any Hazardous Materials Environmental Laws. If at any time during or after the term of the Lease, pending claims the Premises is found to be contaminated by Substances or pending investigations with respect subject to the presence said conditions, arising from or as a result of Hazardous Materials on Tenant's negligence (whether in whole or about the Sublease Premises, in part) or the soil, groundwater use of the Premises or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported any Substances by Tenant or discharged by Sub-Subtenant, its any of Tenant's agents, employees, contractorsassigns or subtenants, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant Tenant shall not be responsible fordiligently institute proper and thorough cleanup procedures in accordance with Environmental Laws at Tenant's sole cost, and Sub-Subtenant Tenant agrees to indemnify and hold Landlord harmless from all claims, xxxxnds, actions, liabilities, costs, expenses, damages, fines, reimbursement, restitution, response costs, cleanup costs and obligations (including investigative responses and attorney's fees) of any nature. The foregoing indemnification and the Sub-Subtenant Parties hereby are released fromresponsibilities of Tenant shall apply to Tenant regardless of whether they arise from any Permitted Activity or from any Substances, any claimthe use of which Landlord approved, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section and shall survive the termination or expiration of this Sub-Subleaselease. Landlord shall be under no obligation to expend any sums or to seek reimbursement to enforce the indemnification obligations of Tenant hereunder.

Hazardous Materials. Sub-Sublandlord represents The SubTenant agrees that it will not place, hold or dispose of any Hazardous Material (defined hereinafter) on, under or at the Demised Premises except as permitted under this SubLease and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in all such cases in strict compliance with all Hazardous Materials applicable laws; , rules and (ii) Sub-Sublandlord's handlingregulations, transportation, storage, and further that it will not at anytime use the Demised Premises as a treatment, disposalstorage or disposal (whether permanent or temporary) site for any Hazardous Material. SubTenant further agrees that it will not cause or allow any asbestos to be incorporated into any improvements or alterations which it makes or causes to be made to the Demised Premises. SubTenant hereby indemnifies the SubLandlord against any and all losses, release liabilities, damages, injuries, costs, expenses and claims of any and every kind whatsoever (including, without limitation, court costs and attorney's fees) which at any time or use from time to time may be paid, incurred or suffered by, or asserted against the SubLandlord for, with respect to, or as a direct or indirect result of Hazardous Materials that has occurred (A) a breach by SubTenant of the foregoing covenants, or (B) to the extent caused or allowed by SubTenant or any agent, employee, invitee or licensee of SubTenant, the presence on or about the Sublease Premisesunder, or the soilescape, groundwater seepage, leakage, spillage, discharge, emission from, onto or surface water thereof, prior to into the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Demised Premises, the atmosphere, or the soilany watercourse, groundwater body of water or surface water thereofgroundwater, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials LawsMaterial (including, pending without limitation, any losses, liabilities, damages, injuries, costs, expenses or claims asserted or pending investigations with respect to arising under the presence of Hazardous Materials on Comprehensive Environmental Response, Compensation and Liability Act, any so-called "Superfund" or about the Sublease Premises"Superlien" law, or the soilany other Federal, groundwater state, local or surface water thereof. Except other statute, law, ordinance, code, rule, regulation, order or decree regulating, relating to the extent that the or imposing liability or standards of conduct concerning any Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant Material); and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause provisions of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under and undertakings and indemnification set out in this Section paragraph shall survive the termination of this SubSubLease, and shall continue to be the liability, obligation and indemnification of the SubTenant, binding upon the SubTenant, forever. The provisions of the preceding sentence shall govern and control over any inconsistent provision of this SubLease. For purposes of this SubLease, "Hazardous Material" means and includes any hazardous substance or any pollutant or contaminant defined as such in (or for purposes of) the Comprehensive Environmental Response, Compensation, and Liability Act, any so-Subleasecalled "Superfund" or "Superlien" law, the Toxic Substances Control Act, or any other Federal, state or local statute, law, ordinance, code, rule, regulation, order or decree regulating, relating to or imposing liability or standards of conduct concerning, any hazardous, toxic or dangerous waste, substance or material, as now or at any time hereafter in effect, or any other hazardous, toxic or dangerous, waste, substance or material. The parties acknowledge and agree that SubTenant has and may continue to use a portion of the Demised Premises covered by Prime Lease I as a petroleum fuel storage facility for the conduct of its aviation related business activities as provided for in Section 4.01, provided however such use may continue only so long as SubTenant operates said petroleum fuel storage facility in strict compliance with all appropriate laws, rules and regulations.

Hazardous Materials. Sub-Sublandlord Tenant represents and warrants to Sub-Subtenant thatLandlord that neither the Premises, nor any portion thereof, will be used for the handling or storage of any "Hazardous Materials" as such are generally defined with respect to current or future environmental regulations and/or laws, and that Tenant will not cause or permit to be brought upon, kept or used in or about the Premises, Building or Park any Hazardous Materials, other than commonly and legally used or stored general office supplies and office cleaning supplies, but only so long as the quantities thereof do not pose a threat to public health or to the environment or would necessitate a "response action" as that term is defined in CERCLA, and so long as Tenant strictly complies or causes compliance with all applicable governmental rules and regulations concerning the use, storage, production, transportation and disposal of such Hazardous Substances. Without limiting any other rights that Landlord may have at law or in equity, Tenant hereby indemnifies Landlord and agrees to hold Landlord harmless from and against all liens, demands, suits, actions, proceedings, disbursements, liabilities, losses, litigation, damages, judgments, obligations, penalties, injuries, costs, expenses (including, without limitation, attorneys' and experts' fees) and claims of any and every kind whatsoever paid, incurred, suffered by, or asserted against Landlord and/or the Premises, Building and/or Building site for, with respect to, or as a direct or indirect result of the failure by Tenant to comply with this Paragraph. Landlord represents to Tenant, to the best of Sub-SublandlordLandlord's actual knowledge, that no Hazardous Materials are located on, within or upon the Project, Building, Premises or common areas as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Sublease.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute “Hazardous Materials” as defined in this Lease), Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Project by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, “Tenant’s Parties”), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Concurrently with the execution of this Lease and annually thereafter, within ten (10) days of written request from Landlord, Tenant agrees to complete and deliver to Landlord an Environmental Questionnaire in the form of Exhibit “F” attached hereto. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant’s Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord’s partners, officers, directors, shareholdersemployees, agents, successors or and assigns ("Sub-Subtenant collectively, “Landlord Indemnified Parties"”) Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' fee’ fees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storage, disposal, use, Project and which are caused or permitted by Tenant or any of Tenant’s Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials by Sub-Sublandlordin the Premises, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Sublease.the

Hazardous Materials. Sub-Sublandlord represents (A) No Hazardous Materials (as defined herein) shall be Handled (as defined herein) upon, about, above or beneath the Premises or any portion of the Building or the Complex by or on behalf of a Responsible Party (as defined herein) unless the Hazardous Materials are listed in Exhibit D hereto and warrants to Sub-Subtenant then only in the quantities listed in the exhibit. Any such Hazardous Materials so Handled, or the presence or migration of which is a result of the act or omission of a Responsible Party, shall be known as Tenant's Hazardous Materials. Notwithstanding the foregoing, Landlord acknowledges that, due to Tenant's permitted use of the best of Sub-Sublandlord's actual knowledgePremises, as indicated in Paragraph 6.01 of this Lease, Tenant will occasionally Handle Hazardous Materials on the Sub-Sublease Commencement Date (i) the Sublease Premises which are in transit to their final destination; however, such presence and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are Handling 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 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 lawswill 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 incompatible or reactive to each other shall be kept separate at all times such Materials are on the Premises; (iv) Hazardous Materials shall only be Handled on the Premises for a maximum period of twenty-four (24) hours; (v) Tenant shall provide written documents or other written evidence to Landlord upon execution of the Lease 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) Sub-SublandlordTenant will provide Landlord with written evidence that all of its employees whose responsibilities include driving Tenant's handlingtrucks or other vehicles are licensed in accordance with state, transportationfederal and local laws and regulations to transport and Handle Hazardous Materials. Also, storagenotwithstanding the foregoing, treatment, disposal, release or use normal quantities of those Tenant Hazardous Materials that has occurred on or about customarily used in the Sublease Premisesconduct of general administrative and executive office activities (e.g., or copier fluids and cleaning supplies) may be Handled at the soil, groundwater or surface water thereof, Premises without Landlord's prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleaseconsent.

Hazardous Materials. Sub-Sublandlord represents and warrants Tenant shall not cause or permit any Hazardous Material (as hereinafter defined) to Sub-Subtenant thatbe brought upon, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are kept or used in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease PremisesPremises or the Building by Tenant, its agents, principals, employees, assigns, sublessees, contractors, consultants or invitees without the prior written consent of Landlord, which consent may be withheld for any reason whatsoever or for no reason at all. If Tenant breaches the obligations stated in the immediately preceding sentence, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to if the presence of Hazardous Materials Material on the Premises or around the Building caused or permitted by Tenant (or the aforesaid others) results in contamination of the Premises or the Building or the surrounding area(s), or if contamination of the Premises or the Building or the surrounding area(s) by Hazardous Material otherwise occurs for which Tenant is legally, actually or factually liable or responsible to Landlord (or any party claiming by, through or under Landlord) for damages, losses, costs or expenses resulting therefrom, then Tenant shall fully and completely indemnify, defend and hold harmless Landlord (or any party claiming by, through or under Landlord) from any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses [including, without limitation: (i) diminution in the value of the Premises and/or the Building and/or the land on which the Building is located and/or any adjoining area(s) which Landlord owns or in which it holds a property interest; (ii) damages for the loss or restriction on use of rentable or usable space of any amenity of the Premises, the Building or the land on which the Building is located; (iii) damages arising from any adverse impact on marketing of space; and (iv) any sums paid in settlement of claims, attorneys' fees, consultants' fees and expert fees] which arise during or after the Term of this Lease, as may be extended, as a consequence of such contamination. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of 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 Material present in the soil or ground water on or under the Premises or the Building. Without limiting the foregoing, if the presence of any Hazardous Material on, under or about the Sublease Premises, the Building or the soilsurrounding area(s) caused or permitted by Tenant (or the aforesaid others) results in any contamination of the Premises, groundwater the Building or surface water thereof. Except the surrounding area(s), Tenant shall immediately take all actions at its sole expense as are necessary or appropriate to return the Premises, the Building and the surrounding area(s) to the extent that condition existing prior to the introduction of any such Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged thereto; provided that Landlord's prior written discretionary approval of such actions by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant Tenant shall not be responsible for, first obtained. The foregoing obligations and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause responsibilities of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section Tenant shall survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord (i) The Landlord hereby represents and warrants to Sub-Subtenant that, that to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual its knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on (as defined below) are located in violation of applicable law within the Building or about Parking Garage. In the Sublease Premisesevent that Hazardous Materials arc located in the Building or Parking Garage not as a result of Tenant's acts, omissions or the soilnegligence, groundwater or surface water thereofand any action is required to be taken under any Environmental Law (hereinafter defined), nor has Sub-Sublandlord received any then Landlord upon becoming aware thereof will promptly give written notice of any violation or alleged violation of any to Tenant that identifies the Hazardous Materials Lawsand the actions required to be taken and Landlord will take such action mandated by applicable law to bring the Building and Parking Garage into material compliance with applicable Environmental Laws within thirty (30) days or such longer period of time as is reasonably necessary after the requirement arises and will provide reasonable evidence of such compliance to the Tenant; provided, pending claims however, in the event such compliance or pending investigations with respect registration cannot reasonably be completed or obtained within such thirty (30) days, the Landlord will not be in default hereunder provided the Landlord commences such corrective action within said thirty (30) days and diligently pursues the same to completion. Notwithstanding the foregoing, in the event the presence of Hazardous Materials Substances (for reasons other than the violation of Tenant's covenants under subparagraph 26(o)(ii)) renders all or any portion of the Premises untenantable for seven (7) consecutive business days, then Rent payable hereunder shall xxxxx commencing on the eighth (8th) business day of such untenantability in whole (if the entire Premises is untenantable) or about in part (if only a portion of the Sublease PremisesPremises is untenantable) until the Premises are tenantable. For purposes of this subparagraph 26(o)(i),[A] in the event that more than seventy-five percent (75%) of any floor included in the Premises is untenantable, or it shall be deemed that the soilentire floor is untenantable, groundwater or surface water thereofbut if more than fifty percent (50%) of any floor is included in the Premises is untenantable and Tenant is therefore unable to use the balance of such floor, then it shall be deemed that the entire floor is untenantable; and [B] if more than seventy-five percent (75%) of the Premises is untenantable, then all of the Premises will be deemed untenantable. Except If the period of untenantability shall continue for one hundred twenty (120) days, then Tenant, by notice to Landlord prior to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result end of the storage, disposal, use, or release period of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under untenantability may.terminate this Section shall survive the termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Tenant shall comply with all federal, state ------------------- or local laws, ordinances or regulations relating to industrial hygiene and warrants to Sub-Subtenant thatenvironmental conditions on, to under or about the best of Sub-Sublandlord's actual knowledgeBuilding including, as but not limited to, soil and ground water conditions. Without limiting the generality of the Sub-Sublease Commencement Date foregoing, Tenant shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any "Hazardous Material" (ias defined below) upon or about the Sublease Building, nor permit Tenant's Employees or other occupants of the Premises to engage in such activities upon or about the Building. However, the foregoing provisions shall not prohibit the transportation to and from, and the operations conducted thereof by Sub-Sublandlord prior use, storage, maintenance and handling within, the Premises of substances customarily used in connection with normal office use provided: (a) such substances shall be used and maintained only in such quantities as are reasonably necessary for the permitted use of the Premises set forth in provision (r) of the Fundamental Lease Provisions, strictly in accordance with applicable laws and the manufacturers' instructions therefore, (b) such substances shall not be disposed of, released or discharged on the Building, and shall be transported to and from the Sub-Sublease Commencement Date are Premises in compliance with all Hazardous Materials applicable laws; , and as Landlord shall reasonably require, (c) if any applicable law or Landlord's trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Tenant shall make arrangements at Tenant's expense for such disposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), and shall ensure that disposal occurs frequently enough to prevent unnecessary storage of such substances in the Premises, and (iid) Sub-Sublandlord's handlingany remaining such substances shall be completely, transportation, storage, treatment, disposal, release properly and lawfully removed from the Building upon expiration or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the earlier termination of this Sub-Sublease.Lease. Landlord shall have the right, at the following times, to enter the Premises in order to inspect same and to conduct any testing, monitoring or analysis reasonably required in connection therewith (collectively "Inspection"):

Hazardous Materials. SubTenant shall not use any Hazardous Materials in connection with the Generator Equipment, except that Tenant may use diesel fuel stored in an above-Sublandlord represents ground, double walled steel tank containing not more than 500 gallons (the “Fuel Tank”) and warrants to Sub-Subtenant that, to shall be contained within the best Emergency Generator at the Generator Site (the exact location and size of Sub-Sublandlord's actual knowledgewhich Fuel Tank shall be approved by Landlord in accordance with the standards for approval set forth above in this Section 26.29), as long as such fuel and Fuel Tank are kept, maintained and used in accordance with all applicable Laws and the highest safety standards for such use, and so long as such fuel is always stored within the Fuel Tank and is not used or stored in any area outside of the Sub-Sublease Commencement Date (i) Emergency Generator. Tenant shall promptly, at Tenant’s expense, take all investigatory and all remedial action required by applicable Laws and reasonably recommended by Landlord, whether or not formally ordered or required by applicable Laws, for the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposalcleanup of any spill, release or use other contamination of Hazardous Materials that has occurred on or about the Sublease Premises, or Generator Site and/or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except Project to the extent that caused or contributed to by Tenant’s use of the Generator Equipment (including, without limitation, the fuel for the Emergency Generator), or pertaining to or involving any such fuel or other Hazardous Material in question was released, emitted, used, stored, manufactured, transported Materials brought onto the Generator Site during the Lease Term by Tenant or discharged by Sub-Subtenant, its any of Tenant’s agents, employees, contractors, officerslicensees or invitees. Tenant shall indemnify, directorsdefend and hold Landlord and the Landlord Parties harmless from and against any and all Claims (other than the Excluded Claims) arising out of or involving any Hazardous Materials brought onto the Generator Site by or for Tenant in connection with Tenant’s activities under this Section 26.29. Tenant’s obligations shall include, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall but not be responsible forlimited to, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromeffects of any contamination or injury to person, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, property or the soil, groundwater environment created or surface water thereof, as a result suffered by Tenant or any of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its Tenant’s agents, employees, contractors licensees or invitees. Sub-Sublandlord's representations under this Section , and the cost of investigation, removal, remediation, restoration and/or abatement, and shall survive the expiration or termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants to Sub-Subtenant thatgeneral office supplies, to the best such as copier toner, liquid paper, glue, ink and common household cleaning materials and medical supplies and medical waste stored, used, handled, and disposed of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all applicable laws and or regulations (some or all of which may constitute “Hazardous Materials” as defined in this Lease), Tenant agrees not to cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Project by Sub-SubtenantTenant, its agents, employees, contractorspermitted subtenants, permitted assignees, permitted licensees, contractors or invitees (collectively, “Tenant’s Parties”), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense and in compliance with all applicable requirements, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant’s Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord’s members, and their respective members, officers, directors, shareholdersemployees, agents, successors or and assigns ("Sub-Subtenant collectively, “Landlord Indemnified Parties"”) Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, investigation, monitoring, clean..up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' fee’ fees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storageProject and which are caused or permitted by Tenant or any of Tenant’s Parties. In consideration of the foregoing, disposalLandlord for its part also agrees to promptly indemnify, useprotect, defend and hold harmless Tenant, its members, officers, directors, employees, agents successors and assigns (“Tenant Indemnified Parties”) from and against any and all claims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses, and costs (including, without limitation, investigation, monitoring, clean-up, removal, remediation, and restoration costs, sums paid in settlement of claims, attorneys’ fees, consultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, in, under or about the Building or Project and which are caused or permitted by Landlord. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials at the Premises, the Building or any other portion of the Project which Tenant becomes aware of during the Term of this Lease, whether caused or permitted by Sub-SublandlordTenant, its agentsTenant’s Parties or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant’s Parties, employeesLandlord shall have the right, contractors but not the obligation, to cause Tenant to immediately take all steps Landlord deems reasonably necessary and appropriate to investigate or inviteesremediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord’s mortgagee(s). Sub-Sublandlord's representations under At all times during the Term of this Section Lease, upon prior written notice to Tenant and without interference to Tenant’s business (except in the case of an emergency), Landlord will have the right, but not the obligation, to enter upon the Premises to inspect, investigate, sample and/or monitor the Premises to determine if Tenant is in compliance with the terms of this Lease regarding Hazardous Materials. The provisions of this Subsection shall survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord (a) Landlord represents and warrants that to Sub-Subtenant that, to the best of Sub-SublandlordLandlord's actual knowledge, knowledge as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all date hereof, no Hazardous Materials laws; and (iias hereinafter defined) Sub-Sublandlord's handlingare being Handled (as hereinafter defined) upon, transportationabout, storageabove or beneath the Premises or any portion of the Building, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, except as has been disclosed in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents writing to Tenant as of the date hereof and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that any such Hazardous Materials are discovered to exist, Landlord will, at its sole cost and expense (and without any deduction from any applicable tenant improvement allowance if done as part of Landlord's initial tenant improvement work in the Premises), promptly take all actions required by any federal, state or local governmental agency or political subdivision, which requirements arise from the Handling of Hazardous Material Materials upon, about, above or beneath the Premises or any portion of the Building. Notwithstanding the foregoing, if Landlord in question was releasedgood faith determines that the cost to Landlord of complying with the prior sentence would cost more than twenty-five percent (25%) of the functional replacement cost of the Building, emittedthen provided that Landlord concurrently terminates its leases with all of the other tenants in the Building, usedLandlord may terminate this Lease by providing Tenant with written notice of its election to so terminate, storedwhich notice shall be given within thirty (30) days after becoming aware of the anticipated amount of the cost of the compliance, manufacturedand such termination shall be effective thirty (30) days after Tenant's receipt of Landlord's written notice. No Hazardous Materials shall be Handled upon, transported about, above or discharged beneath the Premises or any portion of the Building by Sub-Subtenantor on behalf of Landlord or Tenant (or Tenant's subtenants or assignees), its agentsor their respective contractors, employees, contractorsclients, officers, directors, shareholdersemployees, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-SublandlordAny such Hazardous Materials so Handled by Tenant shall be known as Tenant's representations under this Section shall survive Hazardous Materials. "Notwithstanding the termination foregoing, normal quantities of this Sub-Subleasethose Hazardous Materials customarily used in the conduct of general administrative and executive office activities (e.g., copier fluids and cleaning supplies) may be used and stored at the Premises or elsewhere at the Building, but only in compliance with all applicable Environmental Laws, as defined herein.

Hazardous Materials. Sub-Sublandlord represents Subtenant and warrants to Sub-Subtenant thatSubtenant's agents, to the best of Sub-Sublandlord's actual knowledgeemployees, as of the Sub-Sublease Commencement Date contractors, assignees and subtenants may not use, place, store or transport (icollectively, "Use") the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and Material(s) (iidefined below) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about any portion of the Sublease Premises, Premises or Excluded Area or any other part of the soil, groundwater Land (or surface water thereof, prior to in connection with the Sub-Sublease Commencement Date, has been in compliance use or operation of the Subtenant Improvements) unless Subtenant complies with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations applicable Laws with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Use by Sub-Subtenant, its agents, employees, contractors, officersassignees or subtenants of such Hazardous Materials. Nothing herein shall be construed to allow Subtenant to release or dispose of (collectively, directors, shareholders, successors or assigns ("Sub-Subtenant PartiesRelease") Sub-Hazardous Materials in or about any portion of the Premises or Excluded Area unless such Release is in compliance with applicable Laws. Any Use of the Hazardous Materials beyond the scope allowed in this Paragraph and any Release of Hazardous Materials shall be subject to Sublandlord's and Lessor's prior written consent, which may be withheld in Sublandlord's or Lessor's sole and absolute discretion, and shall require an amendment to the Sublease in the event Sublandlord and Lessor do consent which shall set forth the materials, scope of use, indemnification and any other matter required by Sublandlord and Lessor in Sublandlord's and Lessor's sole and absolute discretion. Subtenant shall indemnify, defend and hold Sublandlord and Sublandlord's agents harmless from and against any and all claims, losses, damages, liabilities, or expenses arising in connection with the Use or Release of Hazardous Materials on or following the Commencement Date of this Sublease in violation of Law by Subtenant, Subtenant's agents, employees, contractors, assignees or subtenants using the Premises or Excluded Area. Subtenant's obligation to defend, hold harmless and indemnify pursuant to this Paragraph 7 shall survive the expiration or earlier termination of this Sublease. The foregoing indemnity shall not apply to, and Subtenant shall not be responsible hereunder for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released frompresence of Hazardous Materials on, any claimunder, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, Premises or Excluded Area to the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials extent caused by Sub-Sublandlord, its agents, employees, contractors contractors, assignees or inviteessubtenants (other than Subtenant); provided that Sublandlord hereby acknowledges and agrees that the foregoing indemnity is intended to supplement that certain Indemnity Agreement between Subtenant and Sublandlord in the form of Exhibit C to the Purchase Agreement (the "Indemnity Agreement"), and to the extent the foregoing indemnity contradicts Subtenant's obligations under the Indemnity Agreement, the Indemnity Agreement shall prevail. Sub-The parties hereto agree and Sublandlord shall have the right, upon reasonable advance notice to Subtenant, to inspect, investigate, sample and/or monitor the Premises and Excluded Area, including any soil, water, groundwater, or other sampling, to the extent reasonably necessary to determine whether Subtenant is complying with the terms of this Sublease with respect to Hazardous Materials. In connection therewith, Subtenant shall provide Sublandlord with reasonable access to all portions of the Premises, the Subtenant Improvements and the Excluded Area (subject to reasonable security measures imposed by Subtenant); provided, however, that Sublandlord shall avoid any unreasonable interference with the operation of Subtenant's business on or in the Premises or the Excluded Area. All costs reasonably incurred by Sublandlord in performing such inspections, investigation, sampling and/or monitoring shall be reimbursed by Subtenant to Sublandlord as Additional Rent within thirty (30) days after Sublandlord's representations under this Section shall survive demand for payment if it is determined that Hazardous Materials have been Used by Subtenant or Subtenant's Agents on or after the termination Commencement Date of this SubSublease in violation of Laws or a Release of Hazardous Materials in violation of Laws has occurred on, in or under the Premises or the Excluded Area, or any portion thereof. Notwithstanding anything to the contrary contained in this Sublease, Sublandlord and Subtenant acknowledges that (i) the Environmental Protection Agency is currently overseeing cleanup measures that are being conducted at the Land and at surrounding parcels of real property, (ii) the Land is part of a regional Superfund site known as the Middlefield-SubleaseEllix-Xxxxxxx (XXW) site, (iii) Raytheon, a former owner of the Land, is under a Consent Decree that provides that Raytheon will perform groundwater and soil remediation for the property it occupied and operated within the MEW area, (iv) in 1987, a soil-bentonite, subsurface, slurry wall was installed by Raytheon around the perimeter of the Land enclosing the soil and water bearing zones as part of the remedial measures conducted by Raytheon, (v) a groundwater extraction and treatment system was installed in 1987 on the Land and, as a long term remedial measure, groundwater is extracted from several wellx xxxated both within the boundaries of the Land and from adjacent property, (vi) a soil vapor extraction system (covering approximately a surface area of four acres and going to a depth of approximately 15 to 18 feet) was installed by Raytheon in 1996 to remediate the contaminated soils in the Land and Raytheon has petitioned and obtained approval from the Environmental Protection Agency for closure for part of the soil vapor remedial system, and (vii) the groundwater and soil treatment facilities referred to above are maintained by Raytheon and Raytheon has provided an indemnification to Subtenant to protect it from clean up or other liability related to contamination existing prior to the date Subtenant acquired title to the Land and the improvements then located thereon.

Hazardous Materials. Sub-Sublandlord represents Tenant shall not, without Landlord’s prior written consent, keep anything within the Premises or use the Premises for any purpose which either (a) creates a risk of toxic or otherwise hazardous substances in violation of applicable Environmental Laws, or (b) invalidates any insurance policy or materially increases the insurance premium cost for any insurance policy carried on the Leased. Tenant’s operations in the Premises, as well as all property, substances and warrants other materials kept, stored, allowed to Sub-Subtenant thatbe brought within, or disposed from the Premises shall comply in all respects with all federal, state, and municipal laws, ordinances, codes and regulations relating to the best of Sub-Sublandlord's actual knowledge, as protection of the Sub-Sublease Commencement Date environment and natural resources, now existing or hereafter enacted (collectively, the “Environmental Laws”), including without limitation the following: (i) the Sublease Premises federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 (often referred to as “CERCLA”), as amended by the operations conducted thereof by Sub-Sublandlord prior Superfund Amendments and Reauthorization Act of 1986, as same may have been further amended or may be further amended from time to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and time, (ii) Sub-Sublandlord's handlingthe federal Resource Conservation and Recovery Act of 1976, transportationas amended by the Used Oil Recycling Act of 1980, storagethe Solid Waste Disposal Act Amendments of 1980, treatmentand the Hazardous and Solid Waste Amendments of 1984, disposalas same may have been further amended or may be further amended from time to time, release (iii) the federal Water Pollution Control Act of 1972 (often referred to as the “Clean Water Act”), as same may have been amended or use may be amended from time to time, (iv) the federal Spill Compensation and Control Act of Hazardous Materials that has occurred on 1976, as same may have been amended or about the Sublease Premisesmay be amended from time to time, or the soiland (v) any and all other federal, groundwater or surface water thereofstate, prior county, and municipal laws, ordinances, codes and regulations which relate in any way to the Submatters regulated by CERCLA and/or any other above-Sublease Commencement Datementioned federal legislation. All property kept, has been stored or allowed to be brought within the Premises shall be at Tenant’s sole risk. Tenant shall immediately notify Landlord in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best event Tenant becomes aware of Sub-Sublandlord's any actual knowledge, no litigation has been brought or threatened, nor potential environmental hazard or any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence violation of Hazardous Materials on one or about the Sublease Premisesmore Environmental Laws. Tenant shall indemnify Landlord and hold Landlord harmless from and against any and all liability, liens, claims, demands, damages, expenses, fees, costs, fines, penalties, suits, proceedings, actions and causes of action (including without limitation all attorneys’ fees and expenses) arising out of or the soilrelating to, groundwater directly or surface water thereofindirectly, nor has Sub-Sublandlord received any written notice of any violation or alleged violation by Tenant or any party accessing the Premises by or through Tenant of any Hazardous Materials Lawsone or more of the Environmental Laws occurring during the Lease Term, pending claims or pending investigations with respect to the presence except for any violations of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except Environmental Laws to the extent that caused by Landlord or its agents or representatives. This indemnification shall survive the Hazardous Material in question was released, emitted, used, stored, manufactured, transported expiration or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns termination of this Lease ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, unless this Lease is terminated as a result of the storage, disposal, use, acquisition of the Project by Tenant or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleaseaffiliate).

Hazardous Materials. Sub-Sublandlord represents and warrants (a) Landlord acknowledges that it is not the intent of this Section 5.5 to Sub-Subtenant that, prohibit Tenant from using the Premises for the Permitted Use. Tenant may operate its business according to prudent industry practices so long as the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release use or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any is strictly and properly monitored by Tenant according to all then applicable Environmental Laws. As a material inducement to Landlord to allow Tenant to use Hazardous Materials Lawsin connection with its business, pending claims or pending investigations with respect Tenant agrees to deliver to Landlord prior to the presence Commencement Date a list identifying each type of Hazardous Materials on or about the Sublease Premisesto be brought upon, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emittedkept, used, stored, manufacturedhandled, transported treated, generated on, or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors released or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released disposed of from, the Premises and setting forth any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense and all governmental approvals or damage owing or alleged to be owing permits required in connection with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposalpresence, use, storage, handling, treatment, generation, release or disposal of such Hazardous Materials on or from the Premises ("Hazardous Materials List"). Upon request of Landlord, Tenant shall deliver to Landlord an updated Hazardous Materials List within thirty (30) days following Landlord’s request. Tenant shall deliver to Landlord true and correct copies of the permits, approvals, reports and correspondence, and storage and management plans relating to the use, storage, handling, treatment, generation, release or disposal of Hazardous Materials by SubTenant at the Premises. At any time following Tenant's receipt of a request from Landlord, Tenant shall promptly complete a "hazardous materials questionnaire" using the form then-Sublandlordprovided by Landlord. At least three (3) months prior to the surrender of the Premises, its agentsTenant shall deliver to Landlord a narrative description of the actions proposed (or required by any governmental authority) to be taken by Tenant in order to surrender the Premises (including any Alterations permitted by Landlord to remain in the Premises, employees, contractors the Improvements and Laboratory Reusable Installations) at the expiration or invitees. Sub-Sublandlord's representations under this Section shall survive the earlier termination of this Subthe Term, free from any residual impact from the Tenant’s use of Hazardous Materials and otherwise released for unrestricted use and occupancy consistent with Tenant’s obligations under Section 5.5(e) below (the "Surrender Plan"). Tenant’s Surrender Plan shall state that, (a) (i) all laboratory space, including floors, walls, ceilings, counters, piping, supply lines, waste lines and plumbing in or serving the Premises and all exhaust or other ductwork in or serving the Premises, and (ii) any applicable systems shared by laboratory space, including without limitation exhaust or other ductwork, in or serving the Premises have been de-Sublease.commissioned to the extent required by, and in accordance with, applicable Laws and in accordance with best industry practice; (b) the interior surfaces of the Premises (including floors, walls, ceilings, and counters), piping, supply lines, waste lines and plumbing, and all such ACTIVE/91437610.6

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies typically used in the ordinary course of business within office buildings, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute "Hazardous Materials" as defined in this Lease), Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handling[illegible], transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Development by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, contractors or invitees (collectively, "Tenant's Parties"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Upon the expiration or sooner termination of this Lease, Tenant agrees to remove from the Premises, the Building and the Development, at its [illegible] cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in or under the Premises, the Building and/or the Development or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, shareholdersemployees, agents, successors or and assigns (collectively, "Sub-Subtenant Landlord Indemnified Parties") Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' feefees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storage, disposal, use, Development and which are caused or permitted by Tenant or any of Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials by Sub-Sublandlordin the Premises, its agents, employees, contractors the Building or invitees. Sub-Sublandlord's representations under this Section shall survive any other portion of the termination Development which Tenant becomes aware of during the term of this Sub-Sublease.Lease, whether caused by Tenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant's Parties, Landlord shall have the right to cause Tenant to immediately take all steps Landlord deems necessary or appropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord's mortgagee(s). As used in this Lease, the term "Hazardous Materials" shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated

Hazardous Materials. SubExcept for the incidental use of certain products for routine cleaning and maintenance of floors, bathrooms, windows, kitchens, and administrative offices on the Premises or Project, Tenant hereby represents, warrants and covenants that Tenant will not produce, use, store or generate any "Hazardous Materials" (as defined below) on, under or about the Premises and/or Project. Tenant has fully and accurately completed Landlord's Pre-Sublandlord represents Leasing Environmental Exposure Questionnaire ("Environmental Questionnaire"), which is incorporated herein by reference. If Tenant's Environmental Questionnaire indicates that Tenant will be utilizing Hazardous Materials, in addition to all other rights and warrants remedies Landlord may have under this Lease, including, without limitation, declaring a default hereunder by Tenant for breach of representation, Landlord may require Tenant to Sub-Subtenant thatexecute an amendment to this Lease relating to such Hazardous Materials use and Tenant's failure to execute any such amendment within ten (10) days of Landlord's delivery thereof to Tenant shall constitute a default hereunder by Tenant. Tenant shall not cause or permit any Hazardous Material to be brought upon, to placed, stored, manufactured, generated, blended, handled, recycled, disposed of, used or released on, in, under or about the best of Sub-SublandlordPremises and/or Project by Tenant or Tenant's actual knowledgeParties. Tenant shall keep, as of operate and maintain the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in full compliance with all Hazardous Materials federal, state and local environmental, health and/or safety laws; , ordinances, rules, regulations, codes, orders, directives, guidelines, permits or permit conditions currently existing and as amended, enacted, issued or adopted in the future which are applicable to the Premises (iicollectively, "Environmental Laws"). Landlord shall have the right (but not the obligation) Subto enter upon the Premises and cure any non-Sublandlord's handlingcompliance by Tenant with the terms of this Paragraph 3.2 or any Environmental Laws or any release, transportationdischarge, spill, improper use, storage, treatment, disposal, release handling or use disposal of Hazardous Materials that has occurred on on, under, from, or about the Sublease PremisesPremises or Project, regardless of the quantity of any such release, discharge, spill, improper use, storage, handling or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence disposal of Hazardous Materials on or about the Sublease PremisesPremises or Project, the full cost of which shall be deemed to be Rent and shall be due and payable by Tenant to Landlord immediately upon demand. If Landlord elects to enter upon the Premises and cure any such non-compliance or the soilrelease, groundwater discharge, spill, improper use, storage, handling or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence disposal of Hazardous Materials on on, under, from, or about the Sublease PremisesPremises or Project, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant Tenant shall not be responsible for, and Sub-Subtenant and entitled to participate in Landlord's activities on the Sub-Subtenant Parties hereby are released from, Premises. If any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged information provided to be owing with respect to any Hazardous Material present on or about Landlord by Tenant in the Sublease PremisesEnvironmental Questionnaire, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of otherwise relating to information concerning Hazardous Materials by Sub-Sublandlordis false, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Sublease.incomplete,

Hazardous Materials. Sub-Sublandlord represents Tenant covenants to hold Landlord free and warrants harmless from all loss or damage resulting from Tenant's violation of any term or provision of this lease, including but not limited to Sub-Subtenant thatattorney fees and court costs. Tenant further covenants to hold Landlord free and harmless from the use, misuse or neglect of said premises or appurtenances and expressly waives, in favor of Landlord, all claims arising out of any alleged defective or unsafe condition thereof, unless the same was caused by the negligence or willful misconduct of Landlord. Tenant agrees to pay for all damages which may be caused to Landlord or the best building in which the demised premises are situated or to any tenant or occupant thereof by any act or failure to act of Sub-SublandlordTenant or any of Tenant's actual knowledgeinvitees, as contractors, agents, guests, visitors or employees, and Tenant further agrees not to use or suffer to be used the demised premises in any manner which will increase the present rate of premium for insurance on said building, or cause a cancellation of any insurance policy relating to said building (Landlord acknowledges that Tenant's existing banking operations do not violate this restriction on the use of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises), or keep or suffer to be kept therein any gasoline, distillate, petroleum, hazardous substances or explosive products. Tenant agrees during the soilentire term to take good care of the demised premises and to keep the interior thereof in good order, groundwater or surface water thereofrepair and condition, prior to natural deterioration with careful use and injury by fire, the Sub-Sublease Commencement Dateelements and acts of God excepted. Tenant and Landlord hereby represent and warrant that no real estate broker nor any other person other than Landlord, its agents and employees, has been involved in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents the securing and warrants thatnegotiation of this lease, nor is any broker or any other person entitled to the best of Sub-Sublandlordany commission, finder's actual knowledge, no litigation has been brought or threatenedfee, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, other payment as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-SublandlordTenant's representations under this Section shall survive the termination execution of this Sub-Subleaselease.

Hazardous Materials. SubExcept for the incidental use of certain products for routine cleaning and maintenance of floors, bathrooms, windows, kitchens, and administrative offices on the Premises or Project, Tenant hereby represents, warrants and covenants that Tenant will not produce, use, store or generate any "Hazardous Materials" (as defined below) on, under or about the Premises and/or Project. Tenant has fully and accurately completed Landlord's Pre-Sublandlord represents Leasing Environmental Exposure Questionnaire ("Environmental Questionnaire") attached hereto as Exhibit "F" incorporated herein by reference. If Tenant's Environmental Questionnaire indicates that Tenant will be utilizing Hazardous Materials, in addition to all other rights and warrants remedies Landlord may have under this Lease, including, without limitation, declaring a default hereunder by Tenant for breach of representation, Landlord may require Tenant to Sub-Subtenant that, execute an amendment to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior this Lease relating to the Sub-Sublease Commencement Date are in compliance with all such Hazardous Materials laws; use and Tenant's failure to execute any such amendment within ten (ii10) Sub-Sublandlorddays of Landlord's handlingdelivery thereof to Tenant shall constitute a default hereunder by Tenant. Tenant shall not cause or permit any Hazardous Material to be brought upon, transportationplaced, storagestored, treatmentmanufactured, disposalgenerated, release blended, handled, recycled, disposed of, used or use released on, in, under or about the Premises and/or Project by Tenant or Tenant's Parties. Tenant shall not excavate, disturb or conduct any testing of Hazardous Materials that has occurred any soils on or about the Sublease PremisesProject without obtaining Landlord's prior written consent, and any investigation or remediation on or about the soilProject shall be conducted only by a consultant approved in writing by Landlord and pursuant to a work letter approved in writing by Landlord. Tenant shall keep, groundwater or surface water thereof, prior to operate and maintain the Sub-Sublease Commencement Date, has been Premises in full compliance with all federal, state and local environmental, health and/or safety laws, ordinances, rules, regulations, codes, orders, directives, guidelines, permits or permit conditions currently existing and as amended, enacted, issued or adopted in the future which are applicable to the Premises (collectively, "ENVIRONMENTAL LAWS") and relate to Hazardous Materials Lawsthat are introduced or permitted on or about the Project by Tenant or Tenant's Parties. SubLandlord shall have the right (but not the obligation) to enter upon the Premises and cure any non-Sublandlord further represents and warrants thatcompliance by Tenant with the terms of this Paragraph 3.2 or any Environmental Laws or any release, to discharge, spill, improper use, storage, handling or disposal of Hazardous Materials on, under, from, or about the best Premises or Project, regardless of Sub-Sublandlord's actual knowledgethe quantity of any such release, no litigation has been brought discharge, spill, improper use, storage, handling or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence disposal of Hazardous Materials on or about the Sublease PremisesPremises or Project, the full cost of which shall be deemed to be Rent and shall be due and payable by Tenant to Landlord immediately upon demand if resulting from any act or omission of Tenant or Tenant's Parties or from any breach of Tenant's obligations hereunder. If Landlord elects to enter upon the soilPremises and cure any such non-compliance or release, groundwater discharge, spill, improper use, storage, handling or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence disposal of Hazardous Materials on on, under, from, or about the Sublease Premises or Project, Tenant shall not be entitled to participate in Landlord's activities on the Premises. If any information provided to Landlord by Tenant in the Environmental Questionnaire, or otherwise relating to information concerning Hazardous Materials is false, incomplete, or misleading in any material respect, the soilsame shall be deemed an event of default by Tenant under this Lease. Without limiting in any way Tenant's obligations under any other provision of this Lease, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was releasedTenant and its successors and assigns shall indemnify, emittedprotect, used, stored, manufactured, transported or discharged by Sub-Subtenantdefend and hold Landlord, its agents, employees, contractorspartners, officers, directors, shareholders, employees, agents, lenders, contractors and each of their respective successors or and assigns (collectively, the "Sub-Subtenant PartiesINDEMNIFIED PARTIES") Sub-Subtenant shall not be responsible forharmless from any and all claims, judgments, damages, penalties, enforcement actions, taxes, fines, remedial actions, liabilities, losses, costs and expenses (including, without limitation, actual attorneys' fees, litigation, arbitration and administrative proceeding costs, expert and consultant fees and laboratory costs) including, without limitation, damages arising out of the diminution in the value of the Premises or Project or any portion thereof, damages for the loss of the Premises or Project, damages arising from any adverse impact on the marketing of space in the Premises or Project, and Sub-Subtenant and sums paid in settlement of claims, which arise during or after the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense Term in whole or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, in part as a result of the storagepresence or suspected presence of any Hazardous Materials, disposalin, useon, under, from or about the Premises or the Project and/or other adjacent properties due to Tenant's or Tenant's Parties' activities, or failures to act (including, without limitation, Tenant's failure to report any spill or release of Hazardous Materials by Sub-Sublandlordto the appropriate regulatory agencies), its agents, employees, contractors on or inviteesabout the Premises or Project. Sub-Sublandlord's representations under this Section shall survive the termination For purposes of this Sub-SubleaseLease, the term "HAZARDOUS MATERIAL" means any chemical, substance, material, controlled substance, object, waste or any combination thereof, which is or may be hazardous to human health, safety or to the environment due to its radioactivity, ignitability, corrosiveness, reactivity, explosiveness, toxicity, carcinogenicity, infectiousness or other harmful or potentially harmful properties or effects, including, without limitation, petroleum and petroleum products, benzene, toluene, ethyl benzene, xylenes, waste oil, asbestos, radon, polychlorinated biphenyls (PCBs), degreasers, solvents, and any and all of those chemicals, substances, materials, controlled substances, objects, wastes or combinations thereof which are now or may become in the future listed, defined or regulated in any manner as "hazardous substances", "hazardous wastes", "toxic substances", "solid wastes," or bearing similar or analogous definitions pursuant to any and all Environmental Laws.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to (a) Tenant shall not (either with or without negligence) cause or permit the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatmentescape, disposal, release or threat of release of any biologically or chemically active or other Hazardous Materials (as said term is hereafter defined) on, in, upon or under the Property or the Premises. Tenant shall not allow the generation, storage, use or disposal of such Hazardous Materials in any manner not sanctioned by law or by the highest standards prevailing in the industry for the generation, storage, use and disposal of such Hazardous Materials, nor allow to be brought into the Property any such Hazardous Materials except for use in the ordinary course of Tenant's business, and then only after written notice is given to Landlord of the identity of such Hazardous Materials. If any governmental agency shall ever require testing to ascertain whether or not there has been any release of Hazardous Materials that has occurred on Materials, then the reasonable costs thereof shall be reimbursed by Tenant to Landlord upon demand as additional charges but only if such requirement is the result of the acts or about omissions of Tenant. In addition, Tenant shall execute reasonable affidavits, representations and the Sublease Premiseslike, or the soilfrom time to time, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents at Landlord's reasonable request concerning Tenant's best knowledge and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to belief regarding the presence of Hazardous Materials on the Premises. The Tenant shall, at its own expense, remove, clean up, remedy and dispose of (in compliance with all applicable laws, rules and regulations) all Hazardous Materials generated or about released by the Sublease PremisesTenant or its officers, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agentsdirectors, employees, contractors, servants or agents during the Term of this Lease (or during such term as the Tenant is in occupancy or possession of any part of the Premises, the Building or the Property) at or from the Premises, the Building or the Property in compliance with all Environmental Laws (as said term is hereafter defined) and further, shall remove, clean up, remedy and dispose of all Hazardous Materials located at, upon, under, within or in the Premises, the Building or the Property generated by or resulting from Tenant's operations, activities or processes during the term of this Lease (or such other periods of time as the Tenant may be in occupancy or in possession of the Premises or any portion of the Property or Building), in compliance with all Environmental Laws. In performing its obligations hereunder, the Tenant shall use best efforts to avoid interference with the use and enjoyment of the Building and the Property by other tenants and occupants thereof. The provisions hereof shall survive expiration or termination of this Lease. The Tenant shall indemnify, defend and save harmless the Landlord, the Manager and their respective officers, directorsdirectors and shareholders from and against all loss, shareholderscosts, successors damages, claims, proceedings, demands, liabilities, In addition to the requirements set forth above, the Tenant shall, within ten (10) days of receipt, provide to the Landlord copies of any inspection or assigns other reports, correspondence, documentation, orders, citations, notices, directives, or suits from or by any governmental authority or insurer regarding non-compliance with or potential or actual violation of Environmental Laws. Subject to the requirements of Section 11.1 hereof, the Landlord hereby expressly reserves the right to enter the Premises and all other portions of the Building and the Property at reasonable times in order to perform inspections and testing of the air, soil and groundwater for the presence or existence of Hazardous Materials. It is agreed and understood that in the event that Hazardous Materials are discovered on the Premises during the course of performance of Landlord's Work, then, unless such Hazardous Material is present due to the acts of Tenant or Tenant's agents, employees or contractors, ("Sub-Subtenant Parties"i) Sub-Subtenant the Landlord shall remove same to the extent required by law at Landlord's sole expense and (ii) any delays in the Substantial Completion Date and the Construction Completion Date shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged deemed to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release Tenant's Delay for purposes of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination 4.4 of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute “Hazardous Materials” as defined in this Lease), Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Project by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, “Tenant’s Parties”), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Concurrently with the execution of this Lease and annually thereafter, within ten (10) days of written request from Landlord, Tenant agrees to complete and deliver to Landlord an Environmental Questionnaire in the form of Exhibit “F” attached hereto. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant’s Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord’s partners, officers, directors, shareholdersemployees, agents, successors or and assigns ("Sub-Subtenant collectively, “Landlord Indemnified Parties"”) Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' fee’ fees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storage, disposal, use, Project and which are caused or permitted by Tenant or any of Tenant’s Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials in the Premises, the Building or any other portion of the Project which Tenant becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordTenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant’s Parties, its agentsLandlord shall have the right, employeesbut not the obligation, contractors to cause Tenant to immediately take all steps Landlord deems necessary or inviteesappropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord’s mortgagee(s). Sub-Sublandlord's representations At all times during the Term of this Lease, Landlord will have the right, but not the obligation, to enter upon the Premises to inspect, investigate, sample and/or monitor the Premises to determine if Tenant is in compliance with the terms of this Lease regarding Hazardous Materials. As used in this Lease, the term “Hazardous Materials” shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls (“PCBs”), and freon and other chlorofluorocarbons. The provisions of this Section shall Subparagraph 8(c) will survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. SubLessee shall not bring any materials onto the Property or allow under its authority any materials to be brought onto the Property which are so-Sublandlord represents called "Hazardous Waste" or "Hazardous Materials" under federal or state environmental laws or which would subject Lessor or Lessee to liability for clean-up or other damages if such were spilled, released or disposed of (through storm sewers or otherwise) on the Property except for normal chemicals used in offices and warrants manufacturing operations similar to Sub-Subtenant that, to Lessee's manufacturing operations provided same is kept in legal and proper containers. To the best of Sub-SublandlordLessor's actual knowledge, the Property does not currently contain any "Hazardous Waste" or "Hazardous Materials" as described above. Lessee shall at all times and in all respects comply with all federal, state and local laws, ordinances and regulations ("Hazardous Materials Laws") relating to the industrial hygiene, environmental protection or the use, analysis, generation, manufacture, storage, presence, disposal or transportation of any oil, flammable explosives, asbestos, urea formaldehyde, polychlorinated biphenyls, radioactive materials or 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"). Lessee shall at its own expense procure, maintain in effect and comply with all conditions of any and all permits, licenses and other governmental and regulatory approvals required foi~ Lessee's use of the Sub-Sublease Commencement Date Premises, including, without limitation, discharge of (iappropriately treated) materials or waste into or through any sanitary sewer system serving the Sublease Premises. Except as discharged into the sanitary sewer in strict accordance and conformity with all applicable Hazardous Materials Laws, Lessee shall cause any and all Hazardous Materials to be removed from the Premises and transported solely by duly licensed haulers to duly licensed facilities for final disposal of such Hazardous Materials and wastes. Lessee shall in all respects handle, treat, deal with and manage any and all Hazardous Materials in, on, under or about the operations conducted thereof Premises in complete conformity with all applicable Hazardous Materials Laws and prudent industry practices regarding the management of such Hazardous Materials. All reporting obligations imposed by Sub-Sublandlord prior Hazardous Materials Laws are solely the responsibility of Lessee. Upon expiration or earlier termination of this Lease, Lessee shall cause all Hazardous Materials to be removed from the Sub-Sublease Commencement Date are Premises and transported for use, storage or disposal in accordance with and in complete compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all applicable Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, Lessee shall not take any remedial action in response to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Lawsin, pending on, about or under the Premises or in any Improvement situated on the Land, nor enter into any settlement agreement, consent decree or other compromise in respect to any claims relating to any Hazardous Materials in any way connected with the Premises or pending investigations the Improvements on the Land 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, Lessee shall remove all tanks or fixtures which contain or contained or are contaminated with Hazardous Materials. If Lessor has reason to believe that unauthorized Hazardous Materials may exist on or in respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater that Hazardous Materials may have been spilled or surface water thereof. Except to the extent that the Hazardous Material disposed of or treated or handled in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result violation of the storageprovisions hereof, disposalLessor shall have the right to require Lessee to undertake and submit to Lessor an environmental audit from an environmental company reasonably acceptable to Lessor, usewhich audit shall evidence Lessee's compliance with this provision. If such audit shows that Lessee is not in violation of the terms hereof, or release Lessor shall pay the reasonable cost of Hazardous Materials by Sub-Sublandlordsuch audit. Lessor may, at its agentsexpense, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive commission an environmental audit of the termination of this Sub-SubleasePremises at any time after prior written notice to Lessee.

Hazardous Materials. Sub-Sublandlord ======================================= Seller represents and warrants for the benefit of Buyer that to Sub-Subtenant thatthe best of Seller's actual knowledge, Seller has not caused hazardous materials to be disposed of or used at the Properties, other than those diminimis amounts normally used in or disposed of in connection with the operation of a manufactured housing community. During Seller's ownership and, to the best of SubSeller's knowledge, prior to its ownership, except as disclosed in the Environmental Reports, the Properties (i) have not been used to handle, treat, store or dispose of asbestos, PCB's, ureaformaldhyde or any hazardous or toxic waste or substance, in violation of applicable law and (ii) has not otherwise been contaminated, tainted or polluted, (including, without limitation, contamination of soils, groundwater and surface waters located on, in or under such premises) with pollutants or other substances which contamination may give rise to a clean-Sublandlordup obligation under any federal, state or local law, rule, regulation or ordinance or the common law. To the best of Seller's actual knowledge and except as disclosed in the Environmental Reports, all wastes have been utilized, stored and disposed of, whether hazardous or not, in full compliance with all applicable local, state and federal laws and regulations so as not to result in contamination of the Property including, without limitation, soil, groundwater and surface water located on, in or under such Property and the Properties are free from any environmental contamination of any kind. To the best of Seller's actual knowledge, as neither Seller nor any third party has used, generated, manufactured, produced, stored or disposed of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingon, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on under or about the Sublease PremisesProperties or transported to or from the Properties any explosives, asbestos, radioactive materials, hazardous waste, toxic substances or related injurious materials, whether injurious by themselves or in combination with other materials (collectively, "Hazardous Materials") other than materials used in mobile home park operations on the soilProperties, groundwater or surface water thereof, prior some of which are considered to the Sub-Sublease Commencement Date, has been in compliance with all be Hazardous Materials LawsMaterials. Sub-Sublandlord further represents and warrants that, to To the best of Sub-SublandlordSeller's actual knowledge, there is no litigation has been brought proceeding or threatened, nor any settlements reached with inquiry by any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations authority with respect to the presence of such Hazardous Materials on or about the Sublease Premises, Properties or the soil, groundwater migration thereof from or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleaseother property.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants to Sub-Subtenant thatgeneral office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials and, to the best extent approved in writing by Landlord (which shall not be unreasonably withheld), materials reasonably necessary for the conduct of Sub-SublandlordTenant's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises business that are used and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are stored in compliance with all applicable laws (some or all of which may constitute "Hazardous Materials" as defined in this Lease), Tenant agrees not to cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Premises by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, "TENANT'S PARTIES"), without the prior written consent of Landlord, which consent Landlord may, except as otherwise expressly provided above (with respect to materials reasonably necessary for the conduct of Tenant's business that are used and stored in compliance with all applicable laws), withhold in its sole and absolute discretion. Concurrently with the execution of this Lease, Tenant agrees to complete and deliver to Landlord an Environmental Questionnaire in the form of EXHIBIT "E" attached hereto. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, shareholdersemployees, agents, successors or and assigns (collectively, "Sub-Subtenant PartiesLANDLORD INDEMNIFIED PARTIES") Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' feefees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, Premises and which are caused or the soil, groundwater permitted by Tenant or surface water thereof, as a result any of the storage, disposal, use, or Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive which Tenant becomes aware of during the termination Term of this Sub-Sublease.Lease, whether caused by Tenant or any other persons or entities. In the

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that, to To the best knowledge of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date Lessor: (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all no Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred Material is present on or about the Sublease PremisesBuilding, or the soil, groundwater or surface water or groundwater thereof; (ii) no underground storage tanks or asbestos containing building materials are present on the real property where the Premises are located; and (iii) no action, prior proceeding, or claim is pending or threatened regarding said real property concerning any Hazardous Material or pursuant to any environmental law, rule regulation or code. Lessor has delivered to Lessee all reports and environmental assessments concerning the Sub-Sublease Commencement DateBuilding or any surrounding property conducted at the request of or otherwise available to Lessor, and Lessor has been in compliance complied with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations environmental disclosure obligations imposed upon Lessor by applicable Law with respect to the presence of Hazardous Materials on this transaction. Lessor, for itself and its successors and assigns, hereby waives and releases all claims, liabilities, actions, suits, attorneys' fees, experts' fees, cost or about the Sublease Premisesexpenses (a "Claim"), which Lessor or the soil, groundwater its successors or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported assigns may now or discharged by Sub-Subtenant, its agents, employees, contractors, hereafter have against Lessee or Lessee's officers, directors, shareholders, employees, agents, contractors, subtenants, successors or and assigns (collectively with Lessee herein after referred to as the "Sub-Subtenant PartiesLessee Indemnitees") Sub-Subtenant shall not be responsible forand Lessor hereby agrees to indemnify, defend, protect and Sub-Subtenant hold harmless the Lessee Indemnitees from any and all Claims, to the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause extent arising out of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing in connection with respect to any Hazardous Material now or hereafter present on or about the Sublease Premises, Building or the soil, groundwater groundwater, air, or surface water building materials thereof, as except to the extent of any such Hazardous Material introduced into the Building by a result of the storageLessee Indemnitee. Lessee, disposalfor itself and its successors and assigns, usehereby waives and releases all Claims, which Lessee or release of Hazardous Materials by Sub-Sublandlordits successor or assigns may now or hereafter have against Lessor or Lessor's officers, its agentsdirectors, shareholders, employees, contractors agents, contractors, subtenants, successors and assigns (collectively with Lessor herein after referred to as the "Lessor Indemnitees"), and Lessee hereby agrees to indemnify, defend, protect and hold harmless the Lessor Indemnitees from any and all Claims, to the extent arising out of or inviteesin connection with any Hazardous Material introduced into the Building by a Lessee Indemnitee. Sub-Sublandlord's representations under this This Section shall survive the termination and Section 7.O of this Sub-SubleaseLease constitute the entire agreement of Lessor and Lessee regarding Hazardous Materials and environmental laws, rules, regulations and codes; and no other provision of the Lease shall be deemed to apply thereto.

Hazardous Materials. Sub-Sublandlord Tenant warrants and represents to Landlord and warrants to Sub-Subtenant that, to the best any mortgagee of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date Landlord that Tenant shall (i) not cause or permit any Hazardous Material to exist on or be discharged from the Sublease Premises and by Tenant, its agents or employees except as for any Hazardous Material used in the operations conducted thereof by Sub-Sublandlord prior to ordinary course of Tenant's business; (ii) promptly pay any claim against Landlord or the Sub-Sublease Commencement Date are Premises arising out of any such Hazardous Material existing on or discharged from the Premises which would result in compliance with all Hazardous Materials lawsa charge or lien upon the Premises; (iii) remove any such charge or lien upon the Premises; and (iv) indemnify and hold harmless the Landlord and any mortgagee of Landlord's interest in the Premises (collectively called the "Indemnities") from and against any and all losses, liability, suits, obligations, fines, damages, judgments, penalties, claims, charges, costs and expenses (including without limitation all reasonable fees and disbursements of counsel and consultants) which may be suffered or incurred by or asserted against, an Indemnitee and which arises directly or indirectly out of or in connection with a violation of this Section. Tenant's obligation pursuant to (i), (ii), (iii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use and (iv) above shall survive the Expiration Date for a period of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Lawsone (1) year. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation Tenant shall notify Landlord of any Hazardous Materials Laws, pending claims Material except for those used in the ordinary course of Tenant's business that exists on or pending investigations with respect is discharged from the Premises within ten (10) days after Tenant first has knowledge of such existence or discharge. Reference to the presence of Hazardous Materials used in the ordinary course of Tenant's business means Tenant's use of the Premises for general office use and for no other purpose. Nothing herein is intended nor shall it be construed as imposing any environmental liability upon Tenant for any Hazardous Material existing on or about discharged from the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Premises not caused by Sub-SubtenantTenant, its agents, employees, contractorslicensees, officersguests, directorsinvitees, shareholderssublessees, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible forassigns, and Sub-Subtenant Landlord shall indemnify, defend and the Sub-Subtenant Parties hereby are released from, save harmless Tenant from and against any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligationand all losses, liability, cause suits, obligations, fines, damages, judgments, penalties, claims, charges, costs and expenses (including without limitation all reasonable fees and disbursements of action, penalty, attorneys' fee, consultant's cost, expense counsel and consultants) which may be suffered or damage owing incurred by or alleged to be owing asserted against Tenant and which arise directly or indirectly out of or in connection with respect to any Hazardous Material present existing on or about discharged from the Sublease PremisesPremises which occurs prior to, during or after the soil, groundwater or surface water thereof, as a result term of the storage, disposal, use, or release of Hazardous Materials this Lease and which is not caused by Sub-SublandlordTenant, its agents, employees, contractors licensees, guests, invitees, sublessees, or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleaseassigns.

Hazardous Materials. Sub-Sublandlord represents Subtenant and warrants to Sub-Subtenant thatSubtenant's agents, to the best of Sub-Sublandlord's actual knowledgeemployees, as of the Sub-Sublease Commencement Date contractors, assignees and subtenants may not use, place, store or transport (icollectively, "Use") the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and Material(s) (iidefined below) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about any portion of the Sublease Premises, Premises or Excluded Area or any other part of the soil, groundwater Land (or surface water thereof, prior to in connection with the Sub-Sublease Commencement Date, has been in compliance use or operation of the Subtenant Improvements) unless Subtenant complies with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations applicable Laws with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Use by Sub-Subtenant, its agents, employees, contractors, officersassignees or subtenants of such Hazardous Materials. Nothing herein shall be construed to allow Subtenant to release or dispose of (collectively, directors, shareholders, successors or assigns ("Sub-Subtenant PartiesRelease") Sub-Hazardous Materials in or about any portion of the premises or Excluded Area unless such Release is in compliance with applicable Laws. Any Use of the Hazardous Materials beyond the scope allowed in this Paragraph and any Release of Hazardous Materials shall be subject to Sublandlord's and Lessor's prior written consent, which may be withheld in Sublandlord's or Lessor's sole and absolute discretion, and shall require an amendment to the Sublease in the event Sublandlord and Lessor do consent which shall set forth the materials, scope of use, indemnification and any other matter required by Sublandlord and Lessor in Sublandlord's and Lessor's sole and absolute discretion. Subtenant shall indemnify, defend and hold Sublandlord and Sublandlord's agents harmless from and against any and all claims, losses, damages, liabilities, or expenses arising in connection with the Use or Release of Hazardous Materials on or following the Commencement Date of this Sublease in violation of Law by Subtenant, Subtenant's agents, employees, contractors, assignees or subtenants using the Premises or Excluded Area. Subtenant's obligation to defend, hold harmless and indemnify pursuant to this Paragraph 7 shall survive the expiration or earlier termination of this Sublease. The foregoing indemnity shall not apply to, and Subtenant shall not be responsible hereunder for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released frompresence of Hazardous Materials on, any claimunder, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, Premises or Excluded Area to the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials extent caused by Sub-Sublandlord, its agents, employees, contractors contractors, assignees or inviteessubtenants (other than Subtenant); provided that Sublandlord hereby acknowledges and agrees that the foregoing indemnity is intended to supplement that certain Indemnity Agreement between Subtenant and Sublandlord in the form of Exhibit C to the Purchase Agreement (the "Indemnity Agreement"), and to the extent the foregoing indemnity contradicts Subtenant's obligations under the Indemnity Agreement, the Indemnity Agreement shall prevail. Sub-The parties hereto agree and acknowledge that all of Subtenant's indemnity obligations set forth in this Sublease are supplemental to Subtenant's obligations set forth in the Indemnity Agreement. Sublandlord shall have the right, upon reasonable advance notice to Subtenant, to inspect, investigate, sample and/or monitor the Premises and Excluded Area, including any soil, water, groundwater, or other sampling, to the extent reasonably necessary to determine whether Subtenant is complying with the terms of this Sublease with respect to Hazardous Materials. In connection therewith, Subtenant shall provide Sublandlord with reasonable access to all portions of the Premises, the Subtenant Improvements and the Excluded Area (subject to reasonable security measures imposed by Subtenant); provided, however, that Sublandlord shall avoid any unreasonable interference with the operation of Subtenant's business on or in the Premises or the Excluded Area. All costs reasonably incurred by Sublandlord in performing such inspections, investigation, sampling and/or monitoring shall be reimbursed by Subtenant to Sublandlord as Additional Rent within thirty (30) days after Sublandlord's representations under this Section shall survive demand for payment if it is determined that Hazardous Materials have been Used by Subtenant or Subtenant's Agents on or after the termination Commencement Date of this SubSublease in violation of Laws or a Release of Hazardous Materials in violation of Laws has occurred on, in or under the Premises or the Excluded Area, or any portion thereof. Notwithstanding anything to the contrary contained in this Sublease, Sublandlord and Subtenant acknowledges that (i) the Environmental Protection Agency is currently overseeing cleanup measures that are being conducted at the Land and at surrounding parcels of real property, (ii) the Land is part of a regional Superfund site known as the Middlefield-SubleaseEllix-Xxxxxxx (XXW) site, (iii) Raytheon, a former owner of the Land, is under a Consent Decree that provides that Raytheon will perform groundwater and soil remediation for the property it occupied and operated within the MEW area, (iv) in 1987, a soil-bentonite, subsurface, slurry wall was installed by Raytheon around the perimeter of the Land enclosing the soil and water bearing zones as part of the remedial measures conducted by Raytheon, (v) a groundwater extraction and treatment system was installed in 1987 on the Land and, as long term remedial measure, groundwater is extracted from several wellx xxxated both within the boundaries of the Land and from adjacent property, (vi) a soil vapor extraction system (covering approximately a surface area of four acres and going to a depth of approximately 15 to 18 feet) was installed by Raytheon in 1996 to remediate the contaminated soils in the Land and Raytheon has petitioned and obtained approval from the Environmental Protection Agency for closure for part of the soil vapor remedial system, and (vii) the groundwater and soil treatment facilities referred to above are maintained by Raytheon and Raytheon has provided an indemnification to Subtenant to protect it from clean up or other liability related to contamination existing prior to the date Subtenant acquired title to the Land and the improvements then located thereon.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant thatA. Hazardous Materials. Tenant shall not transport, to the best of Sub-Sublandlord's actual knowledgeuse, store, maintain, generate, manufacture, handle, dispose, release, discharge, spill or leak any “Hazardous Material (as defined below), or permit Tenant’s employees, agents, contractors, or other occupants of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are engage in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred such activities on or about the Sublease Premises, Building or the soilProperty. However, groundwater the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily and lawfully used in the business which Tenant is permitted to conduct in the Premises under this Lease but only as an incidental and minor part of such business, and provided: (i) such substances shall be properly labeled, contained, used and stored only in small quantities reasonably necessary for such permitted use of the Premises and the ordinary course of Tenant’s business therein, strictly in accordance with applicable Laws, highest prevailing standards, and the manufacturers’ instructions therefor, and as Landlord shall reasonably require, (ii) Tenant shall provide Landlord with ten (10) days advance notice and current Material Safety Data Sheets (“MSDSs”) therefor, and Landlord reserves the right to prohibit or surface water thereoflimit such substances in each such instance, prior (iii) such substances shall not be disposed of, released, discharged or permitted to the Sub-Sublease Commencement Date, has been spill or leak in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns Property ("Sub-Subtenant Parties") Sub-Subtenant and under no circumstances shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on be disposed of within the drains or about plumbing facilities in or serving the Sublease Premises, the Building or the soilProperty or in any other public or private drain or sewer, groundwater regardless of quantity or surface water thereofconcentration), as (iv) if any applicable Law or Landlord’s trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Tenant shall make arrangements at Tenant’s expense for such disposal in approved containers directly with a result of qualified and licensed disposal company at a lawful disposal site, and (v) any remaining such substances shall be completely, properly and lawfully removed from the storage, disposal, use, Building or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors the Property upon expiration or invitees. Sub-Sublandlord's representations under this Section shall survive the earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies typically used in the ordinary course of business within office buildings, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute "Hazardous Materials" as defined in this Lease). Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the Project or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Development by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, "Tenant's Parties"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building, the Project and the Development, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project, Development or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, shareholdersemployees, agents, successors or and assigns (collectively, "Sub-Subtenant Landlord Indemnified Parties") Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' feefees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storageProject or Development and which are caused by Tenant or any of Tenant's Parties. Tenant agrees to promptly notify Landlord of any release by any Tenant Party of Hazardous Materials at the Premises, disposal, use, the Building or any other portion of the Project or Development which Tenant becomes aware of during the Term of this Lease. In the event of any release of Hazardous Materials caused or permitted by SubTenant or any of Tenant's Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems necessary or appropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord's mortgagee(s). As used in this Lease, the term "Hazardous Materials" shall mean and include any chemical, substance, material, controlled substance, object, condition, waste, living organism or combination thereof, whether solid, semi-Sublandlordsolid, liquid or gaseous, which is or may be hazardous to human health or safety or to the environment due to its agentsradioactivity, employeesignitability, contractors corrosivity, reactivity, explosivity, toxicity, carcinogenicity, mutagenicity, phytotoxicity, infectiousness or inviteesother harmful or potentially harmful properties or effects, including, without limitation, tobacco smoke, petroleum and petroleum products, asbestos, radon, polychlorinated biphenyls (PCBs), refrigerants (including those substances defined in the Environmental Protection Agency's "Refrigerant Recycling Rule," as amended from time to time) and all of those chemicals, substances, materials, controlled substances, objects, conditions, wastes, living organisms or combinations thereof which are now or become in the future listed, defined or regulated in any manner by any Environmental Law based upon, directly or indirectly, such properties or effects. SubAs used herein, "Environmental Laws" means any and all federal, state or local environmental, health and/or safety-Sublandlord's representations under related laws, regulations, standards, decisions of courts, ordinances, rules, codes, orders, decrees, directives, guidelines, permits or permit conditions, currently existing and as amended, enacted, issued or adopted in the future which are or become applicable to Tenant, the Premises or the Development. The provisions of this Section Subparagraph 8(c) shall survive the expiration of earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Landlord hereby represents, warrants and warrants to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as agrees that Landlord is not aware of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingpresence, transportationrelease, storage, treatment, disposal, release storage or use of any Hazardous Materials that has occurred on in, about, under or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior adjacent to the Sub-Sublease Commencement DateBuilding, has been and Landlord shall indemnify, defend, protect and hold Tenant and its partners, officers, affiliates, employees, contractors, agents, and representatives harmless from any and all claims, actions, administrative proceedings, judgments, damages, punitive damages, penalties, fines, costs, expenses, liabilities, obligations, interest or losses, including, attorneys', consultant's, and expert's fees (collectively "Claims"), that arise directly or indirectly from or in compliance connection with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on presence, release or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation remediation of any Hazardous Materials LawsMaterial in or into the air, pending claims soil, surface or pending investigations with respect to groundwater at, on, about, under or within the presence of Hazardous Materials on Premises or about the Sublease PremisesBuilding, or any portion thereof that the soil, groundwater or surface water thereof. Except foregoing indemnity shall not apply to any Claims to the extent that the same relate to Hazardous Material Materials brought onto, released or discharged by Tenant on or about the Building or Premises. Except for ordinary and general office supplies typically used in question was releasedthe ordinary course of business within office buildings, emittedsuch as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute "Hazardous Materials" as defined in this Lease), Tenant agrees not to cause or permit any Hazardous Materials to be brought upon, stored, used, storedhandled, manufacturedgenerated, transported released or discharged disposed of on, in, under or about the Premises, the Building, the Common Areas or any other portion of the Project by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, "Tenant's Parties"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, shareholdersemployees, agents, successors or and assigns (collectively, "Sub-Subtenant Landlord Indemnified Parties") Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' feefees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storage, disposal, use, Project and which are caused or permitted by Tenant or any of Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials at the Premises, the Building or any other portion of the Project which Tenant becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordTenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant's Parties, its agentsLandlord shall have the right, employeesbut not the obligation, contractors to cause Tenant to immediately take all steps Landlord deems necessary or inviteesappropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord's mortgagee(s). Sub-Sublandlord's representations As used in this Lease, the term "Hazardous Materials" shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs"), and freon and other chlorofluorocarbons. The provisions of this Section shall 8.5 will survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant that(a) For purposes of this Lease, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date term "HAZARDOUS MATERIALS" includes (i) any "hazardous material" as defined in Section 25501(o) of the Sublease California Health and Safety Code, (ii) hydrocarbons, polychlorinated biphenyls or asbestos, (iii) any toxic or hazardous materials, substances, wastes or materials as defined pursuant to any other applicable state, federal or local law or regulation, and (iv) any other substance or matter which may result in liability to any person or entity as result of such person's possession, use, release or distribution of such substance or matter under any statutory or common law theory. (b) Tenant shall not cause or knowingly permit any Hazardous Materials to be brought upon, stored, used, generated, released or disposed of on, under, from or about the Premises (including without limitation the soil and groundwater thereunder) without the prior written consent of Landlord, which consent may be given or withheld in Landlord's sole and absolute discretion. Notwithstanding the foregoing, Tenant shall have the right, without obtaining prior written consent of Landlord, to utilize within the Premises a reasonable quantity of standard office products that may contain Hazardous Materials (such as photocopy toner, "White Out", and the operations conducted thereof by Sub-Sublandlord prior like), PROVIDED HOWEVER, that (i) Tenant shall maintain such products in their original retail packaging, shall follow all instructions on such packaging with respect to the Sub-Sublease Commencement Date are in compliance storage, use and disposal of such products, and shall otherwise comply with all Hazardous Materials laws; applicable laws with respect to such products, and (ii) Sub-Sublandlordall of the other terms and provisions of this Section 5.3 shall apply with respect to Tenant's handling, transportation, storage, treatmentuse and disposal of all such products. Landlord may, disposalin its sole and absolute discretion, release place such conditions as Landlord deems appropriate with respect to Tenant's use of any such Hazardous Materials, and may further require that Tenant demonstrate that any such Hazardous Materials are necessary or useful to Tenant's business and will be generated, stored, used and disposed of in a manner that complies with all applicable laws and regulations pertaining thereto and with good business practices. Tenant understands that Landlord may utilize an environmental consultant to assist in determining conditions of approval in connection with the storage, generation, release, disposal or use of Hazardous Materials that has occurred by Tenant on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior and/or to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result conduct periodic inspections of the storage, disposalgeneration, use, or release and/or disposal of such Hazardous Materials by Sub-SublandlordTenant on and from the Premises, and Tenant agrees that any costs incurred by Landlord in connection therewith shall be reimbursed by Tenant to Landlord as additional rent hereunder upon demand; however, Tenant shall have no obligation to reimburse Landlord for any costs incurred in connection with any environmental consultant retained by Landlord pursuant to this Section unless Tenant shall not be in compliance of its agents, employees, contractors or invitees. Sub-Sublandlord's representations obligations under this Section shall survive the termination of this Sub-SubleaseSection.

Hazardous Materials. Sub-Sublandlord represents and warrants Tenant shall not cause or permit any Hazardous -------------------- Materials (as hereinafter defined) to Sub-Subtenant thatbe brought upon, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are kept or used in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease PremisesPremises or the Building by Tenant, its agents, PRINCIPALS, EMPLOYEES, assigns, subtenants, contractors, consultants or invitees without prior written consent of Landlord, which consent may be withheld for any reason whatsoever or for no reason at all. If Tenant breaches the obligations stated in the immediately preceding sentence, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to if the presence of Hazardous Materials Material on the Premises or around the Building caused or permitted by Tenant (or the aforesaid others) results in contamination of the Premises or the Building or the surrounding area(s), or if contamination of the Premises or the Building or the surrounding area(s) by Hazardous Material otherwise occurs for which Tenant is legally, actually or factually liable or responsible to Landlord (or any party claiming by, through or under Landlord) for damages, losses, costs or expenses resulting therefrom, then Tenant shall fully and completely indemnify, defend and hold harmless Landlord (or any party claiming by, through or under Landlord) from any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses [including, without limitation: (i) diminution in the value of the Premises and/or the Building and/or the land on which the Building is located and/or any adjoining area(s) which Landlord owns or in which it holds a property interest; (ii) damages for the loss or restriction on use of rentable or usable space of any amenity of the Premises, the Building or the land on which the Building is located; (iii) damages arising from any adverse impact on marketing of space; and (iv) any sums paid in settlement of claims, attorney's fees, consultants' fees and expert fees] which arise during or after the Term of this Lease, as may be extended, as a consequence of such contamination. This indemnification of Landlord by Tenant includes, without limitations, costs incurred in connection with any investigation of 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 Material present in the soil or ground water on or under the Premises or the Building. Without limiting the foregoing, if the presence of any Hazardous Material on, under or about the Sublease Premises, the Building or the soilsurrounding area(s) caused or permitted by Tenant (or the aforesaid others) results in any contamination of the Premises, groundwater the Building or surface water thereof. Except the surrounding area(s), Tenant shall immediately take all actions at its sole expense as are necessary or appropriate to return the Premises, the Building and the surrounding area(s) to the extent that condition ex1sting prior to the introduction of any such Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged thereto; provided that Landlord's prior written discretionary approval of such actions by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant Tenant shall not be responsible for, first obtained. The foregoing obligations and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause responsibilities of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section Tenant shall survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord Landlord represents and warrants to Sub-Subtenant Tenant that, to the best of Sub-Sublandlord's actual knowledge, as of the SubDelivery Date, the Premises shall be free of Hazardous Materials that would violate Requirements except as disclosed pursuant to Exhibit EXISTING CONDITIONS and Hazardous Materials introduced to the Premises by Tenant or any Tenant Party. Landlord further represents to Tenant that, as of the date of this Lease, there are no CFC-Sublease based refrigerants in the Building’s base building HVAC system. Landlord shall be responsible, at its sole cost and expense, to remove or remediate (or cause the removal or remediation of) any Hazardous Materials found in (a) the common areas of the Building (except to the extent the responsibility of Tenant as provided below) and (b) solely to the extent such Hazardous Materials are existing in the Premises in violation of Landlord’s representation set forth in the first sentence of this paragraph or are introduced to the Premises by Landlord after the Commencement Date Date, the Premises during the Lease Term to the extent required by Requirements. Tenant shall not use, handle, transport, store, or dispose of any oil, hazardous or toxic substances, materials or wastes (collectively “Hazardous Materials”) in, under, on or about the Premises, the Building and/or the Lot except for usual and customary office products such as toner or cleaners which contain Hazardous Materials; provided, that (i) such cleansers, office supplies and products are ordinarily and customarily used in the Sublease Premises and the operations conducted thereof by Subordinary course of first-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; class business offices and (ii) Sub-Sublandlord's handlingany such use is in strict compliance with all applicable Requirements. Without limiting the foregoing, any Hazardous Materials in the Premises, and all containers therefor, shall be used, kept, stored and disposed of with due care and in conformity with all applicable Requirements. If the transportation, storage, treatmentuse, disposalhandling, release or use disposal of Hazardous Materials that has occurred on or about in the Sublease Premises, the Building, the Lot or anywhere on the soil, groundwater Property arising out of or surface water thereof, prior to resulting from the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best acts or omissions of Sub-Sublandlord's actual knowledge, no litigation has been brought Tenant or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officersinvitees, directorsguests or others acting by, shareholdersthrough or under Tenant, successors or assigns Tenant’s use of the Premises, results in ("Sub-Subtenant Parties"1) Sub-Subtenant shall not be responsible forcontamination of the soil, air, surface or ground water or (2) loss, damage or harm to person(s) or property, then Tenant agrees (i) to notify Landlord immediately of any contamination, claim of contamination, loss or damage, (ii) after consultation with and approval by Landlord, to clean up all contamination in full compliance with all applicable statutes, regulations and standards, and Sub-Subtenant (iii) to indemnify, defend and the Sub-Subtenant Parties hereby are released fromhold Landlord harmless from and against any claims, any claimsuits, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltycosts and fees, including, without limitation, reasonable attorneys' fee’ fees, consultant's costarising from or connected with any such contamination, expense claim of contamination, loss or damage owing damage. The provisions of this Section 5.7 shall survive the expiration or alleged to termination of this Lease. No consent or approval of Landlord shall in any way be owing construed as imposing upon Landlord any liability for the means, methods, or manner of removal, containment or other compliance with applicable Requirements for and with respect to the foregoing. The terms of this Section 5.7 shall apply to any Hazardous Material present on or about the Sublease Premisestransportation, or the soilhandling, groundwater or surface water thereof, as a result of the storage, disposal, use, use or release disposal of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination irrespective of this Sub-Subleasewhether Tenant has obtained Landlord’s consent therefor.

Hazardous Materials. Sub-Sublandlord represents In addition and warrants to Sub-Subtenant that, without limitation to the best terms ------------------- and conditions of Sub-Sublandlord's actual knowledgeSections 6.1 through 6.4, above, Tenant covenants and agrees that it shall not cause or permit any Hazardous Material (as of the Sub-Sublease Commencement Date (idefined below) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are be brought upon, kept, or used in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease Premises, Premises or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Building by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-SublandlordTenant, its agents, employees, contractors or invitees. Sub-SublandlordThe foregoing covenant shall not extend to substances typically found or used in Tenant's representations under this Section shall survive general office, manufacturing and/or warehouse applications so long as (i) such substances and any equipment which generates such substances are maintained only in such quantities as are reasonably necessary for Tenant's operations in the Premises, (ii) such substances are used strictly in accordance with the manufacturers' instructions therefor, (iii) such substances are not disposed of in or about the Building in a manner which would constitute a release or discharge thereof, and (iv) all such substances and any equipment which generates such substances are removed from the Building by Tenant upon the expiration or earlier termination of this SubLease. Any use, storage, generation, disposal, release or discharge by Tenant of Hazardous Materials in or about the Building as is permitted pursuant to this Paragraph shall be carried out in compliance in all material respects with all applicable federal, state and local laws, ordinances, rules and regulations. Tenant shall, annually within thirty (30) days after Tenant's receipt of Landlord's written request therefor, provide to Landlord a written certification by Tenant stating, in substance, that neither Tenant nor, to the best of its knowledge, any person for whom Tenant is responsible has released or discharged any Hazardous Materials in or about the Building other than in compliance with all applicable federal, state and local laws, ordinances, rules and regulations. In the event that Tenant proposes to conduct any use or to operate any equipment which will or may utilize or generate a Hazardous Material other than as specified in the first paragraph of this subsection 6.5, Tenant shall first in writing submit such use or equipment to Landlord for approval, which approval will not be unreasonably withheld. No approval by Landlord shall relieve Tenant of any obligation of Tenant pursuant to this subsection, including the removal, clean-Subleaseup and indemnification obligations imposed upon Tenant by this subsection. Tenant shall, within five (5) days after receipt thereof, furnish to Landlord copies of all notices or other communications received by Tenant with respect to any actual or alleged release or discharge of any Hazardous Material in or about the Premises or the Building and shall, whether or not Tenant receives any such notice or communication, notify Landlord in writing of any reportable discharge or release of Hazardous Material by Tenant or anyone for whom Tenant is responsible in or about the Premises or the Building. In the event that Tenant is required to maintain any Hazardous Materials license or permit in connection with any use conducted by Tenant or any equipment operated by Tenant in the Premises, copies of each such license or permit, each renewal or revocation thereof and any communication relating to suspension, renewal or revocation thereof shall be furnished to Landlord within five (5) days after receipt thereof by Tenant. Compliance by Tenant with the two immediately preceding sentences shall not relieve Tenant of any other obligation of Tenant pursuant to this subsection. Upon any violation of the foregoing covenants, Tenant shall be obligated, at Tenant's sole cost, to clean-up the subject released or discharged Hazardous Materials introduced into the Building by Tenant or any person or entity for whom Tenant is responsible. Such clean-up and removal shall include all testing and investigation required by any governmental authorities having jurisdiction and preparation and implementation of any remedial action plan required by any governmental authorities having jurisdiction. All such clean-up and removal activities of Tenant shall, in each instance, be conducted to the reasonable satisfaction of Landlord and the satisfaction of all governmental authorities having jurisdiction. Landlord's right of entry pursuant to Article 16 above shall include the right to enter and inspect the Premises for violations of Tenant's covenants herein. Tenant shall indemnify, defend and hold harmless Landlord and Landlord's Related Parties from and against any and all claims, liabilities, losses, actions, costs and expenses (including attorney's fees and costs of defense) incurred by such indemnified persons, or any of them, as the result of (i) the introduction into or about the Building by Tenant or anyone for whom Tenant is responsible of any Hazardous Materials, (ii) the usage, storage, maintenance, generation, disposition or disposal by Tenant or anyone for whom Tenant is responsible of Hazardous Materials in or about the Building, (iii) the discharge or release in or about the Building by Tenant or anyone for whom Tenant is responsible of any Hazardous Materials, (iv) any injury to or death of persons or damage to or destruction of property resulting from the use, introduction, maintenance, storage, generation, disposal, disposition, release or discharge by Tenant or anyone for whom Tenant is responsible of Hazardous Materials in or about the Building, and (v) any failure of Tenant or anyone for whom Tenant is responsible to observe the foregoing covenants of this subsection. Upon Tenant's failure to clean up any subject released or discharged Hazardous Materials, Landlord shall be entitled to exercise all remedies available to a landlord against a defaulting tenant, including but not limited to those specifically set forth in this Lease. Without limiting the generality of the foregoing, Tenant expressly agrees that upon any such violation Landlord may, at its option, immediately terminate this Lease. No action by Landlord hereunder shall impair the obligations of Tenant pursuant to this subsection.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants to Sub-Subtenant thatgeneral office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials and, to the best extent approved in writing by Landlord (which shall not be unreasonably withheld), materials reasonably necessary for the conduct of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises Tenants business that are used and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in stored In compliance with all applicable laws (some or all of which may constitute “Hazardous Materials” as defined in this Lease), Tenant agrees not to cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Premises by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, “Tenant’s Parties”), without the prior written consent of Landlord, which consent Landlord may, except as otherwise expressly provided above (with respect to materials reasonably necessary for the conduct of Tenant’s business that are used and stored in compliance with all applicable laws), withhold in its sole and absolute discretion. Concurrently with the execution of this Lease, Tenant agrees to complete and deliver to Landlord an Environmental Questionnaire in the form of Exhibit “E” attached hereto Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, In, under or about the Premises by Tenant or any of Tenant’s Parties To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord’s partners, officers, directors, shareholdersemployees, agents, successors or and assigns ("Sub-Subtenant collectively, “Landlord Indemnified Parties"”) Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' fee’ fees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on In, under or about the Sublease Premises, Premises and which are caused or the soil, groundwater permitted by Tenant or surface water thereof, as a result any of the storage, disposal, use, or Tenant’s Panics. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials which Tenant becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordTenant or any other persons or entities In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant’s Parties or any other persons or entitles, its agentsLandlord shall have the right, employeesbut not the obligation, contractors to cause Tenant to immediately take all steps Landlord deems necessary or invitees. Sub-Sublandlord's representations under appropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord’s mortgagee(s) At all times during the Term of this Lease and in accordance with Section 15 hereof, Landlord will have the right, but not the obligation, to enter upon the Premises to inspect, investigate, sample and/or monitor the Premises to determine if Tenant is in compliance with the terms of this Lease regarding Hazardous Materials Tenant will, upon the reasonable request of Landlord (which request shall not, unless Tenant has failed to comply with the terms and provisions of this Section 6 3 or except in cases of emergency, be made more than once every six (6) months throughout the Term of this Lease, cause to be performed an environmental audit of the Premises at Tenant’s expense by an environmental consulting firm reasonably acceptable to Landlord As used in this Lease, the term “Hazardous Materials” shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, was formaldehyde foam insulation, polychlorinated biphenyls (“PCBs”), freon and other chlorofluorocarbons, and any material defined as a “biohazardous waste” or “medical waste” or other waste under California Health and Safety Code, Division 20, Chapter 81 (Medical Waste Management Act) The provisions of this Section 6 3 will survive the expiration or earlier termination of this Sub-Sublease.Lease Tenant shall immediately advise Landlord in writing of, and provide Landlord a copy of:

Hazardous Materials. Sub-Sublandlord represents and warrants Tenant shall not, without the prior written consent of Landlord (such consent to Sub-Subtenant thatbe granted or withheld in Landlord’s sole but reasonable discretion), bring or permit to be brought or kept in or on the best of Sub-Sublandlord's actual knowledge, as of Premises or elsewhere in the Sub-Sublease Commencement Date Building or the Property (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are any inflammable, combustible or explosive fluid, material, chemical or substance (except for standard office supplies stored in compliance with all Hazardous Materials lawsproper containers); and (ii) Sub-Sublandlord's handlingany Hazardous Material (hereinafter defined), transportation, storage, treatment, disposal, release or use other than the types and quantities of Hazardous Materials which are listed on Exhibit J attached hereto (“Tenant’s Hazardous Materials”), provided that has occurred the same shall at all times be brought upon, kept or used in so-called ‘control areas’ in the location shown on Exhibit D-6 attached hereto (the “Control Areas”) and in accordance with all applicable Environmental Laws (hereinafter defined) and prudent environmental practice and (with respect to medical waste and so-called “biohazard” materials) good scientific and medical practice. Tenant shall be responsible for assuring that all laboratory uses are adequately and properly vented. Before Tenant intends to add a new Hazardous Material or about materially increase the Sublease Premises, or the soil, groundwater or surface water thereof, prior quantity of any Hazardous Material to the Sub-Sublease Commencement Datelist of Tenant’s Hazardous Materials, has been Tenant shall submit to Landlord an updated list of Tenant’s Hazardous Materials for Landlord’s review and approval, which approval shall not be unreasonably withheld, conditioned or delayed. Landlord shall have the right, from time to time, to inspect the Premises for compliance with the terms of this Section 5.4. Notwithstanding the foregoing, with respect to any of Tenant’s Hazardous Materials which Tenant does not properly handle, store or dispose of in compliance with all Hazardous Materials applicable Environmental Laws, prudent environmental practice and (with respect to medical waste and so-called “biohazard materials”) good scientific and medical practice, Tenant shall, upon written notice from Landlord, no longer have the right to bring such material into the Building or the Property until Tenant has demonstrated, to Landlord’s reasonable satisfaction, that Tenant has implemented programs to thereafter properly handle, store or dispose of such material. Sub-Sublandlord further In order to induce Landlord to waive its otherwise applicable requirement that Tenant maintain insurance in favor of Landlord against liability arising from the presence of radioactive materials in the Premises, and without limiting the foregoing, Tenant hereby represents and warrants that, to Landlord that at no time during the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease PremisesTerm will Tenant bring upon, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged permit to be owing brought upon, the Premises any radioactive materials whatsoever (except for those contained, in accordance with respect to any Hazardous Material present on or about the Sublease PremisesLegal Requirements, or the soilin Tenant’s equipment, groundwater or surface water thereof, such as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-Subleaseimaging devices).

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute "Hazardous Materials" as defined in this Lease), Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged portion thereof by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, "Tenant's Parties"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's members, officers, directors, shareholdersemployees, agents, successors or and assigns (collectively, "Sub-Subtenant Landlord Indemnified Parties") Subfrom and against any and all claims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-Subtenant up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' fees, consultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, in, under or about the Premises or the Building and which are caused or permitted by Tenant or any of Tenant's Parties; provided, however, that such indemnity shall not cover (and Tenant shall not be responsible required to remediate or otherwise be liable for) the presence of Hazardous Materials on, and Sub-Subtenant and about or under the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as Premises resulting from a result release originating outside of the storagePremises (and not caused by an act of Tenant or its employees, disposal, use, agents or invitees). The burden of proof on the issue of migration of Hazardous Materials onto the Premises shall be allocated to Tenant. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials at the Premises, which Tenant becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordTenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant's Parties, its agentsLandlord shall have the right, employeesbut not the obligation, contractors to cause Tenant to immediately take all steps Landlord deems necessary or inviteesappropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord's mortgagee(s). Sub-Sublandlord's representations As used in this Lease, the term "Hazardous Materials" shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs"), and freon and other chlorofluorocarbons. The provisions of this Section shall Subparagraph 8(c) will survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute "Hazardous Materials" as defined in this Lease), Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Project by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, "Tenant's Parties'), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Concurrently with the execution of this Lease, Tenant agrees to complete and deliver to Landlord an Environmental Questionnaire in the form of Exhibit "G" attached hereto. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, shareholdersemployees, agents, property managers, asset managers, successors or and assigns (collectively, "Sub-Subtenant Landlord Indemnified Parties") Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause suits. causes of action, penaltylosses, attorneys' feeliabilities, consultantpenalties, fines, expenses and costs (including, without limitation, clean--up, removal, remediation and restoration costs, sums paid in settlement of claims, attorney's costfees, expense consultant fees and expert fees and court costs) which arise or damage owing or alleged to be owing with respect to any result from the presence of Hazardous Material present on Materials on, in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storageProject and which are caused or permitted by Tenant or any of Tenant's Parties, disposal, use, or Tenant agrees to promptly notify Landlord of any release of Hazardous Materials by Sub-Sublandlordin the Premises, its agents, employees, contractors the Building or invitees. Sub-Sublandlord's representations under this Section shall survive any other portion of the termination Project which Tenant becomes aware of during the Term of this Sub-Sublease.Lease, whether caused by Tenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant's Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems necessary or appropriate to remediate such release and prevent any similar future release to MISSION PARK BUSINESS CENTER

Hazardous Materials. Sub-Sublandlord represents and warrants Tenant shall not cause or permit any Hazardous Material (as hereinafter define) to Sub-Subtenant thatbe brought upon, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are kept or used in compliance with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use of Hazardous Materials that has occurred on or about the Sublease PremisesPremises or the Building by Tenant, its agents, principal, employees, assigns, sublessees, contractors, consultants or invitees without the prior written consent of Landlord, which consent may not be unreasonably withheld. If Tenant breaches the obligations stated in the preceding sentence, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to if the presence of Hazardous Materials Material on the Premises or around the Building caused or permitted by Tenant (or the aforesaid others) results in (a) any contamination of the Premises, the Building, the surrounding area(s), the soil or surface or ground water or (b) loss or damage to person(s) or property, or if contamination of the Premises or the Building or the surrounding area(s) by Hazardous Material otherwise occurs for which Tenant is legally, actually or factually liable or responsible to Landlord (or any party claiming by, through or under Landlord) for damages, losses, costs or expenses resulting therefrom, the Tenant shall fully and completely indemnify, defend and hold harmless Landlord (or any party claiming by, through or under Landlord) from any and all claims, judgments, damages, penalties, fines, costs liabilities or losses (including, without limitation: (I) diminution in the value of the Premises and/or the Building and/or the land on which the Building is located and/or any adjoining area(s) which Landlord owns or in which it holds a property interest; (ii) damages for the loss or restriction on use of rentable or usable space of any amenity of the Premises, the Building or the land on which the Building is located; (iii) damages arising from any adverse impact on marketing of space; and (iv) any sums paid in settlement of claims, reasonable attorneys' and paralegals' fees, (whether incurred in court, out of court, on appeal or in bankruptcy or administrative proceedings) (consultants fees and expert fees)) which arise during or after the term of this Lease, as may be extended, as a consequence of such contamination. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation or site conditions or any cleanup, remedial, removal or restoration work required by any federal, state or local governmental agency or political subdivision because of Hazardous Material present in the soil or ground water on or under the Premises or the Building. Without limiting the foregoing, if the present of any Hazardous Material on, under or about the Sublease Premises, the Building or the soilsurrounding area(s) caused or permitted by Tenant (or the aforesaid others) results in (a) any contamination of the Premises, groundwater the Building, the surrounding area(s), the soil or surface or ground water thereof. Except or (b) loss or damage to person(s) or property, then Tenant shall immediately notify Landlord of any contamination, claim of contamination, loss or damage and, after consultation and approval by Landlord, take all actions at Tenant's sole expense as are necessary or appropriate to return the Premises, the Building, the surrounding area(s) and the soil or surface or ground water to the extent condition existing prior to the introduction of any such Hazardous Material thereto, such that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, contaminated areas are brought into full compliance with all applicable statutory regulations and Sub-Subtenant standards. The foregoing obligations and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause responsibilities of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section Tenant shall survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute "Hazardous Materials" as defined in this Lease), Tenant agrees not to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use disposed of Hazardous Materials that has occurred on on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Project by Sub-SubtenantTenant, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, "Tenant's Parties"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Concurrently with the execution of this Lease, Tenant agrees to complete and deliver to Landlord an Environmental Questionnaire in the form of Exhibit "G" attached hereto. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, shareholdersemployees, agents, successors or and assigns (collectively, "Sub-Subtenant Landlord Indemnified Parties") Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' feefees, consultant's costconsultant fees and expert fees and court costs) which arise or result from the presence of Hazardous Materials on, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storage, disposal, use, Project and which are caused or permitted by Tenant or any of Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials in the Premises, the Building or any other portion of the Project which Tenant becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordTenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant's Parties, its agentsLandlord shall have the right, employeesbut not the obligation, contractors to cause Tenant to immediately take all steps Landlord deems necessary or inviteesappropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord's mortgagee(s). Sub-Sublandlord's representations At all times during the Term of this Lease, Landlord will have the right, but not the obligation, to enter upon the premises to inspect, investigate, sample and/or monitor the premises to determine if Tenant is in compliance with the terms of this Lease regarding Hazardous Materials. As used in this Lease, the term "Hazardous Materials" shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs"), and freon and other chlorofluorocarbons. The provisions of this Section shall Subparagraph 8(c) will survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. SubThe term “Substances,” as used in this Lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the use, storage, handling, disposal, transportation or removal of which is regulated, restricted, prohibited or penalized by any “Environmental Law,” which term shall mean any federal, state or local law, ordinance or other statute of a governmental or quasi-Sublandlord represents governmental authority relating to pollution or protection of health or the environment and warrants shall specifically include, but not be limited to, any “hazardous substance” as that term is defined under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 and any amendments or successors in function thereto. Tenant hereby agrees that (i) no activity will be conducted on the Property that will produce any Substance, except for such activities that are part of the ordinary course for Tenant’s business activities (the “Permitted Activities”) provided said Permitted Activities are conducted in accordance with all Environmental Laws and have been approved in advance in writing by Landlord (which approval Landlord may grant or withhold in its reasonable discretion); Tenant shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (ii) the Property will not be used in any manner for the storage of any Substances except for the temporary storage of such materials that are used in the ordinary course of Tenant’s business provided such substances are properly stored in a manner and location meeting all Environmental Laws and approved in advance in writing by Landlord (which approval Landlord may grant or withhold in its sole discretion); Tenant shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (iii) no portion of the Property will be used as a landfill or a dump; (iv) Tenant will not install any underground or aboveground tank of any type; (v) Tenant will not allow any surface or subsurface conditions to Sub-Subtenant thatexist or come into existence that constitute, or with the passage of time, may constitute a public or private nuisance; (vi) Tenant will not permit any Substances to be brought onto the Property, except in accordance with the terms and conditions hereof, and if so brought or found located thereon, the same shall be immediately removed, and properly disposed, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws; and (vii) Tenant shall in all regards comply with Environmental Laws including, without limitation, meeting any necessary financial responsibility requirements. Prior to any Substance being brought upon or into the Property, whether Landlord’s written permission is required or not, Tenant will provide to Landlord any applicable material safety data sheets regarding said Substance as well as a written description of the amount of such Substance to be brought upon or into the Property and the common and recognized chemical name of such Substance. Tenant shall bear responsibility for insuring that all record keeping, reporting and remediation responsibilities of Tenant under Environmental Laws are met and Tenant assumes all such responsibility and liability for such legal compliance. Landlord or Landlord’s representative shall have the right, but not the obligation, to enter the best Property for, among other purposes, the purposes of Sub-Sublandlord's actual knowledgeinspecting the storage, use and disposal of any Substances and to review compliance with all Environmental Laws. Should it be determined, in Landlord’s sole opinion, that any Substances are being improperly stored, used, or disposed of, then Tenant shall immediately take such corrective action as required by applicable Environmental Laws. Tenant will provide Landlord written notification of the Sub-Sublease Commencement Date release or disposal of any Substance either within the Property or outside of Tenant’s Property and will also provide Landlord written notice of any pending or threatened litigation concerning the breach or purported breach of any Environmental Laws. If at any time during or after the term of the Lease, the Property is found to be contaminated by Substances or subject to said conditions, arising from or as a result of Tenant’s negligence (whether in whole or in part) or the use of the Property or any Substances by Tenant or any of Tenant’s agents, employees, assigns or subtenants, Tenant shall diligently institute proper and thorough cleanup procedures in accordance with Environmental Laws at Tenant’s sole cost, and Tenant agrees to indemnify and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages, fines, reimbursement, restitution, response costs, cleanup costs, and obligations (including investigative responses and attorney’s fees) of any nature. The foregoing indemnification and the responsibilities of Tenant shall apply to Tenant regardless of whether they arise from any Permitted Activity, Substances or Permitted Materials (as may be listed below), and shall survive the termination or expiration of this Lease. Landlord shall be under no obligation to expend any sums or to seek reimbursement to enforce the indemnification obligations of Tenant hereunder. In no event shall Tenant be liable for any environmental conditions not caused by Tenant, its agents or contractors. Permitted Materials: [“None”] Tenant acknowledges and agrees that it shall not be unreasonable for Landlord to withhold its consent to any proposed assignment, subletting, or transfer of Tenant’s interest in this Lease if (i) the Sublease Premises and anticipated use of the operations conducted thereof Property by Subthe proposed assignee, subtenant, or transferee (collectively, a “Transferee”) involves the generation, storage, use, treatment, or disposal of Substances other than as a non-Sublandlord prior to material part of the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials lawsbusiness; and (ii) Sub-Sublandlord's handlingthe proposed Transferee has been required by any prior Landlord, transportationlender, storageor governmental authority to make remedial action in connection with Substances contaminating a property, treatmentif the contamination resulted from such Transferee’s actions or use of the property in question; or (iii) the proposed Transferee is subject to an enforcement order issued by any governmental authority in connection with the use, disposal, release or use storage of Hazardous Materials that has occurred on or about the Sublease Premises, or the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or invitees. Sub-Sublandlord's representations under this Section shall survive the termination of this Sub-SubleaseSubstance.

Hazardous Materials. Sub-Sublandlord represents and warrants to Sub-Subtenant thatTenant, to the best on behalf of Sub-Sublandlord's actual knowledgeTenant or Tenant’s agents, as of the Sub-Sublease Commencement Date employees or contractors, shall not (either with or without negligence) cause or permit (i) the Sublease Premises and spill, discharge, escape, disposal or release of any hazardous or toxic substances, wastes or materials at or about the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all Hazardous Materials laws; and Premises, or (ii) Sub-Sublandlord's handling, transportation, storage, the treatment, disposal, release storage or use of Hazardous Materials that has occurred on such substances or about materials in any manner not sanctioned by law or by the Sublease Premiseshighest standards prevailing in the industry for the storage and use of such substances or materials, or (iii) to be brought onto the soilPremises any such materials or substances except in limited quantities to use in the ordinary and lawful course of Tenant’s business, groundwater and then only after written notice is given to Landlord of the identity, quantity and location of such substances or surface water thereofmaterials or wastes derives therefrom (collectively, prior in clauses (i), (ii) and (iii) called “Environmental Violations”. Without limitation, hazardous substances and materials shall include those described in or meeting the criteria of the Comprehensive 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., and any applicable state or local environmental laws and the regulations adopted under these acts (“Environmental Laws”). If any lender or governmental agency shall ever require testing to ascertain whether or not there has been any Environmental Violations caused by Tenant or Tenant’s agents, employees or contractors, then the reasonable costs thereof shall be reimbursed by Tenant to Landlord within ten (10) days following Landlord’s supporting statements therefor, as additional rent if such requirement applies to the Sub-Sublease Commencement DatePremises or to Tenant. In addition, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents Tenant shall execute reasonable affidavits, representations and warrants that, the like from time to the time within ten (10) days after Landlord’s written request concerning Tenant’s best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord knowledge and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to belief regarding the presence of Hazardous Materials Environmental Violations on the Premises. In the event Tenant causes any Environmental Violations under this Lease, in addition to all other rights and remedies of Landlord under this Lease, regardless of when the existence of the violation is determined, whether during the Term or about after the Sublease PremisesLease has expired or been terminated, or the soilTenant shall immediately upon notice from Landlord, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was releasedat Landlord’s option, emittedeither (A) at Tenant’s sole cost and expense, useddiligently and expeditiously undertake, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on violation of this Article, (1) elimination of any Tenant’s violation of Environmental Law, (2) complete remedial investigations, feasibility studies, remedial actions (which actions may, at the Landlord’s option, include removal and disposal of any Environmental Violations) and restoration of the Land to the condition existing prior to such investigative or remedial activities, all in accordance with Environmental Laws, or (B) reimburse Landlord for all reasonable costs, fees and expenses, including reasonable attorneys’ fees, incurred by Landlord in undertaking any actions to cure Environmental Violations caused by Tenant referred to in the foregoing clauses A.1 and A.2. In all events, Tenant shall indemnify and hold harmless Landlord in the manner elsewhere provided in this Lease from any Environmental Violations about the Sublease PremisesLand occurring while Tenant is in possession, if caused by Tenant or the soilby employees, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of Hazardous Materials by Sub-Sublandlord, its agents, employees, contractors or inviteeslicensees of Tenant. Sub-Sublandlord's representations under this Section The within covenants shall survive the expiration or earlier termination of this Sub-Subleasethe Lease Term.

Hazardous Materials. Sub-Sublandlord represents (a) Borrower represents, warrants and warrants to Sub-Subtenant thatagrees that (i) neither Borrower nor, to the best knowledge of Sub-Sublandlord's actual knowledgeBorrower, any other person has used or installed any Hazardous Material (as hereinafter defined) on, from or affecting the Premises or received any notice from any governmental agency, entity or other person with regard to Hazardous Materials on, from or affecting the Premises; (ii) neither Borrower nor, to the best knowledge of Borrower, any other person has violated any applicable Environmental Laws (as hereinafter defined) relating to or affecting the Sub-Sublease Commencement Date Premises or any other property owned by Borrower; (iiii) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are presently in compliance with all Hazardous Materials laws; Environmental Laws, and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release there are no facts or use of Hazardous Materials that has occurred on circumstances presently existing upon or about under the Sublease Premises, or the soil, groundwater or surface water thereof, prior relating to the Sub-Sublease Commencement DatePremises, has been in compliance with all Hazardous Materials which may violate any applicable Environmental Laws. Sub-Sublandlord further represents , and warrants thatthere is not now pending or, to the best knowledge of Sub-Sublandlord's actual knowledgethe Borrower, no litigation has been brought threatened any action, suit, investigation or threatenedproceeding against Borrower or the Premises (or against any other party relating to the Premises) seeking to enforce any right or remedy under any of the Environmental Laws; (iv) the Premises Property shall be kept free of Hazardous Materials, nor any settlements reached with any governmental and shall not be used to generate, manufacture, refine, transport, treat, store, handle, dispose, transfer, produce, or private party, involving Sub-Sublandlord and concerning process Hazardous Materials; (v) Borrower shall not cause or permit the actual or alleged presence installation of Hazardous Materials on in, on, over or about under the Sublease Premises, Premises or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice a Release (as hereinafter defined) of any violation or alleged violation of any Hazardous Materials Laws, pending claims onto or pending investigations with respect to from the Premises or suffer the presence of Hazardous Materials in, on, over or under the Premises; (vi) Borrower shall comply with, and ensure compliance by all other parties with, all applicable Environmental Laws relating to or affecting the Premises, and Borrower shall keep the Premises free and clear of any liens imposed pursuant to any applicable environmental Laws, all at Borrower’s sole cost and expense; (vii) Borrower has obtained and will at all times continue to obtain and/or maintain all licenses, permits and/or other governmental or regulatory actions necessary to comply with the Environmental Laws (the “Permits”) and Borrower is and will continue to be and at all times remain in full compliance with the terms and provisions of the Permits; (viii) there has been no Release of any Hazardous Materials on or about form the Sublease Premises, whether or not such Release emanated from the soilland or any contiguous real estate; and (ix) Borrower shall immediately give Lender oral and written notice in the event that Borrower receives any notice from any governmental agency, groundwater entity, or surface water thereof. Except any other party with regard to Hazardous Materials on, from or affecting the extent that the Hazardous Material in question was releasedPremises and Borrower shall conduct and complete all investigations, emittedstudies, used, stored, manufactured, transported or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible forsampling, and Sub-Subtenant testing, and the Sub-Subtenant Parties hereby are released fromall remedial, any claimremoval, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged and other actions necessary to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, as a result of the storage, disposal, use, or release of clean up and remove all Hazardous Materials by Sub-Sublandlordon, its agents, employees, contractors from or invitees. Sub-Sublandlord's representations under this Section shall survive affecting the termination of this Sub-SubleasePremises in accordance with all applicable Environmental Laws.

Hazardous Materials. Sub-Sublandlord represents Except for ordinary and warrants general office supplies, including but not limited to Sub-Subtenant thatcopier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute “Hazardous Materials” as defined in this Lease), Lessee agrees not to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance with all cause or permit any Hazardous Materials laws; and (ii) Sub-Sublandlord's handlingto be brought upon, transportationstored, storageused, treatmenthandled, disposalgenerated, release released or use of Hazardous Materials that has occurred on disposed of, on, in, under or about the Sublease Premises, the Building, the Common Areas or any other portion of the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-Sublandlord's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged Building by Sub-SubtenantLessee, its agents, employees, contractorssubtenants, assignees, licensees, contractors or invitees (collectively, “Lessee’s Parties”), without the prior written consent of Lessor, which consent Lessor may withhold in its sole and absolute discretion. Concurrently with the execution of this Lease, Lessee agrees to complete and deliver to Lessor an Environmental Questionnaire in the form of Exhibit ‘I’ attached hereto. Upon the expiration or earlier termination of this Lease, Lessee agrees to promptly remove from the Premises, the Building and the Building, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials that are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Building or any portion thereof by Lessee or any of Lessee’s Parties. To the fullest extent permitted by law, Lessee agrees to promptly indemnify, protect, defend and hold harmless Lessor and Lessor’s partners, officers, directors, shareholdersemployees, agents, successors or and assigns ("Sub-Subtenant collectively, “Lessor Indemnified Parties"”) Sub-Subtenant shall not be responsible forfrom and against any and all claims, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released fromdamages, any claimjudgments, remediation obligationsuits, investigation obligation, monitoring obligation, removal obligation, liability, cause causes of action, penaltylosses, attorneys' feeliabilities, consultant's costpenalties, expense fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, reasonable attorney’s fees, reasonable consultant and expert fees and court costs) which arise or damage owing or alleged to be owing with respect to any result from the presence of Hazardous Material present on Materials on, in, under or about the Sublease Premises, the Building or the soil, groundwater or surface water thereof, as a result any other portion of the storage, disposal, use, Building and which are caused or permitted by Lessee or any of Lessee’s Parties. Lessee agrees to promptly notify Lessor of any release of Hazardous Materials in the Premises, the Building or any other portion of the Building which Lessee becomes aware of during the Term of this Lease, whether caused by Sub-SublandlordLessee or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Lessee or any of Lessee’s Parties, its agentsLessor shall have the right, employeesbut not the obligation, contractors to cause Lessee to immediately take all steps Lessor deems necessary or inviteesappropriate to remediate such release and prevent any similar future release to the satisfaction of Lessor and Lessor’s mortgagee(s). Sub-Sublandlord's representations At all times during the Term of this Lease, Lessor will have the right, but not the obligation, to enter upon the Premises to reasonably inspect, investigate, sample and/or monitor the Premises to determine if Lessee is in compliance with the terms of this Lease regarding Hazardous Materials. Lessor shall make reasonable efforts to schedule such any such entrance so that it shall not impose an unreasonable burden upon Lessee. Lessor shall be responsible to Lessee for any costs that Lessee may incur due to an unreasonable entrance upon the Premises. As used in this Lease, the term “Hazardous Materials” shall mean and include any substances or wastes now or hereafter designated as hazardous or toxic material under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls (“PCBs”) and freon and other chlorofluorocarbons. The provisions of this Section shall Subparagraph 8(c) will survive the expiration or earlier termination of this Sub-SubleaseLease.

Hazardous Materials. Sub-Sublandlord represents Section 1401. Lessor and warrants Lessee acknowledge that Lessee is required to Sub-Subtenant that, to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior to the Sub-Sublease Commencement Date are in compliance handle or otherwise deal with all Hazardous Materials laws; and (ii) Sub-Sublandlord's handling, transportation, storage, treatment, disposal, release or use small amounts of Hazardous Materials within the demised premises in the course of its business. Lessee hereby specifically agrees that has occurred on it will abide by all Environmental Laws and Regulations in the handling or about otherwise dealing with such Hazardous Materials. In the Sublease Premises, or event that the soil, groundwater or surface water thereof, prior to the Sub-Sublease Commencement Date, has been in compliance with all Hazardous Materials Laws. Sub-Sublandlord further represents and warrants that, to the best of Sub-SublandlordLessee's actual knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations activities with respect to the presence handling or otherwise dealing with such hazardous materials result in contamination of Hazardous Materials on or about the Sublease Premisesdemised premises, or the soilcontamination of any other property whatsoever, groundwater then Lessee shall indemnify, defend and hold Lessor, harmless from (i) any and all claims or surface water thereof. Except to losses including, without limitation, all cleanup costs and expenses associated therewith and, (ii) diminution in value of the extent that demised premises or any other premises and the Hazardous Material in question was released, emitted, used, stored, manufactured, transported restriction of use of rentable space or discharged by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors usable space or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible forany amenity of the demised premises, and Sub-Subtenant (iii) sums paid in settlement of claims, reasonable attorney fees, reasonable consultant fees and reasonable expert fees which arise during or after the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, Lease term as a result of such contamination provided Lessee has been notified of such claims at the storagetime they are made and participated in the defense thereof. This indemnification by Lessee includes, disposalwithout limitation, usecosts incurred in connection with any investigation of site conditions, or release cleanup, remedial, removable or restoration work required by any federal, state, or local governmental agency or political subdivision because of Hazardous Materials hazardous material present in the soil or ground water or on or under the demised premises which is attributable to Lessee under this paragraph. Without limiting the foregoing, if the presence of any hazardous materials on the leased premises caused or permitted by Sub-Sublandlord, Lessee or its agents, employeesemployees contractors, contractors invitees, subtenants or inviteesassignees results in any contamination of the demised premises or any other premises, Lessee shall promptly take all actions, at its sole expense, as are necessary to return the demised premises or any other premises to the condition existing prior to the introduction of any such hazardous material; provided that Lessor's approval of such actions shall first be obtained which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on the demised premises or the other involved premises. Sub-Sublandlord's representations under this Section The foregoing indemnity shall survive the expiration or early termination of this Sub-SubleaseLease.

Hazardous Materials. SubExcept for the incidental use of certain products for routine cleaning and maintenance of floors, bathrooms, windows, kitchens, and administrative offices on the Premises or Project, which products have been disclosed by Tenant to Landlord in the Environmental Questionnaire (as defined below), Tenant hereby represents, warrants and covenants that Tenant will not produce, use, store or generate any "Hazardous Materials" (as defined below) on, under or about the Premises and/or Project. Tenant has fully and accurately completed Landlord's Pre-Sublandlord represents Leasing Environmental Exposure Questionnaire ("Environmental Questionnaire") attached hereto as Exhibit "C" incorporated herein by reference. If Tenant's Environmental Questionnaire indicates that Tenant will be utilizing Hazardous Materials, in addition to all other rights and warrants remedies Landlord may have under this Lease, including, without limitation, declaring a default hereunder by Tenant for breach of representation, Landlord may require Tenant to Sub-Subtenant that, execute an amendment to the best of Sub-Sublandlord's actual knowledge, as of the Sub-Sublease Commencement Date (i) the Sublease Premises and the operations conducted thereof by Sub-Sublandlord prior this Lease relating to the Sub-Sublease Commencement Date are in compliance with all such Hazardous Materials laws; use and Tenant's failure to execute any such amendment within ten (ii10) Sub-Sublandlorddays of Landlord's handlingdelivery thereof to Tenant shall constitute a default hereunder by Tenant. Tenant shall not cause or permit any Hazardous Material to be brought upon, transportationplaced, storagestored, treatmentmanufactured, disposalgenerated, release blended, handled, recycled, disposed of, used or use released on, in, under or about the Premises and/or Project by Tenant or Tenant's Parties. Tenant shall not excavate, disturb or conduct any testing of Hazardous Materials that has occurred any soils on or about the Sublease PremisesProject without obtaining Landlord's prior written consent, and any investigation or remediation on or about the soilProject shall be conducted only by a consultant approved in writing by Landlord and pursuant to a work letter approved in writing by Landlord. Tenant shall keep, groundwater or surface water thereof, prior to operate and maintain the Sub-Sublease Commencement Date, has been Premises in full compliance with all federal, state and local environmental, health and/or safety laws, ordinances, rules, regulations, codes, orders, directives, guidelines, permits or permit conditions currently existing and as amended, enacted, issued or adopted in the future which are applicable to the Premises (collectively, "Environmental Laws"). Landlord shall have the right (but not the obligation) to enter upon the Premises and cure any non-compliance by Tenant with the terms of this Paragraph 3.2 or any Environmental Laws or any release, discharge, spill, improper use, storage, handling or disposal of Hazardous Materials Lawson, under, from, or about the Premises or Project. Sub-Sublandlord further represents and warrants thatregardless of the quantity of any such release, to the best of Sub-Sublandlord's actual knowledgedischarge, no litigation has been brought spill, improper use, storage, handling or threatened, nor any settlements reached with any governmental or private party, involving Sub-Sublandlord and concerning the actual or alleged presence disposal of Hazardous Materials on or about the Sublease PremisesPremises or Project, the full cost of which shall be deemed to be Rent and shall be due and payable by Tenant to Landlord immediately upon demand. If Landlord elects to enter upon the Premises and cure any such non-compliance or the soilrelease, groundwater discharge, spill, improper use, storage, handling or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged violation of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence disposal of Hazardous Materials on on, under, from, or about the Sublease Premises or Project, Tenant shall not be entitled to participate in Landlord's activities on the Premises. If any information provided to Landlord by Tenant in the Environmental Questionnaire, or otherwise relating to information concerning Hazardous Materials is false, incomplete, or misleading in any material respect, the soilsame shall be deemed an event of default by Tenant under this Lease. Without limiting in any way Tenant's obligations under any other provision of this Lease, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was releasedTenant and its successors and assigns shall indemnify, emittedprotect, used, stored, manufactured, transported or discharged by Sub-Subtenantdefend and hold Landlord, its agentsaffiliates, employeessubsidiary and parent entities, contractorsand their respective partners, officers, directors, shareholders, employees, agents, lenders, contractors and each of their respective successors or and assigns (collectively, the "Sub-Subtenant Indemnified Parties") Sub-Subtenant shall not be responsible forharmless from any and all claims, judgments, damages, penalties, enforcement actions, taxes, fines, remedial actions, liabilities, losses, costs and expenses (including, without limitation, actual attorneys' fees, litigation, arbitration and administrative proceeding costs, expert and consultant fees and laboratory costs) including, without limitation, damages arising out of the diminution in the value of the Premises or Project or any portion thereof, damages for the loss of the Premises or Project, damages arising from any adverse impact on the marketing of space in the Premises or Project, and Sub-Subtenant and sums paid in settlement of claims, which arise during or after the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense Term in whole or damage owing or alleged to be owing with respect to any Hazardous Material present on or about the Sublease Premises, or the soil, groundwater or surface water thereof, in part as a result of the storagepresence or suspected presence of any Hazardous Materials, disposalin, useon, under, from or about the Premises or the Project and/or other adjacent properties due to Tenant's or Tenant's Parties' activities, or failures to act (including, without limitation, Tenant's failure to report any spill or release of Hazardous Materials by Sub-Sublandlordto the appropriate regulatory agencies), its agents, employees, contractors on or invitees. Sub-Sublandlord's representations under this Section shall survive about the termination of this Sub-SubleasePremises or Project.

Hazardous Materials. Sub-Sublandlord represents Without limiting the provisions of Sections 7.1 and warrants 7.2 of this Lease and except as otherwise provided in this Article XV with respect to Sub-Subtenant thatPhotronics, Photronics covenants and agrees that Photronics, its employees, agents, contractors and other third parties entering upon the Premises at the request or invitation of Photronics shall not bring into, maintain upon, generate, use, store, dispose of or release or discharge in or about the Premises any hazardous materials in violation of Applicable Laws. Photronics shall be permitted to bring onto, maintain upon and use substances typically found or used in general office and administrative applications and the best of Sub-Sublandlord's actual knowledge, as operations of the Sub-Sublease Commencement Date Premises for the Permitted Use so long as (i) such substances and any equipment which generates such substances are maintained only in such quantities as are reasonably necessary or appropriate for Photronics’ operations in the Sublease Premises, (ii) such substances are used and stored strictly in accordance with the manufacturers’ instructions therefor and the highest standards prevailing in the industry for such substances, (iii) such substances are not disposed of in or about the Premises and (iv) all such substances and any equipment which generates such substances are removed from the operations conducted thereof Premises by Sub-Sublandlord prior Photronics upon any termination of this Lease. Any use, storage, generation or management by Photronics of hazardous materials in or about the Premises as is permitted pursuant to the Sub-Sublease Commencement Date are this paragraph shall be carried out in compliance with all Hazardous Materials lawsApplicable Laws. Except with the prior written consent of Micron, which consent shall not be unreasonably withheld or delayed, Photronics shall not change or expand the Premises or its occupancy, use, or activities thereon in any manner that would subject Micron or Photronics to new or heightened standards or obligations under any Environmental Law, including, without limitation, modifying, changing, or expanding equipment; methods of operation; the type of quantity of any input, throughput, or output (including emissions or effluent); or hours of operation. In the event that any such change proposed by Photronics is reasonably anticipated to require new or modified permits or licenses for or relating to the Premises, then Photronics shall be solely responsible for obtaining same at its sole cost and expense subject to Micron’s consent which shall not be unreasonably withheld or delayed so long as such proposed change for which the new or modified license or permit is requested shall not create any potential liability for the Premises not anticipated in connection with the operation of the Premises for the Permitted Use. No such proposed change by Photronics shall be made until Photronics obtains such new or modified license or permit. Micron shall cooperate as reasonably requested by Photronics (iiand at Photronics’ sole cost and expense) Sub-Sublandlord's handlingto obtain such new or modified permits or licenses to which Micron has consented. Without limitation of the foregoing restriction and any other requirements of this Article XV, transportationPhotronics shall, storagewithin ten (10) Business Days after Photronics’ receipt of Micron’s written request therefor, treatmentadvise Micron in writing of any hazardous materials then maintained by Photronics in the Premises, disposal, release or the use of Hazardous Materials each such hazardous material and the approximate quantity of each such hazardous material so maintained by Photronics, together with written certification by Photronics stating, in substance, that neither Photronics nor any person for whom Photronics is responsible has occurred on released or discharged any hazardous materials in or about the Sublease Premises. Additionally, or from time to time throughout the soillease term upon written request from Micron, groundwater or surface water thereof, prior Photronics shall provide Micron with real time access to Photronics computer systems and records relating to Photronics’ chemical inventory and accounting systems relating to the Sub-Sublease Commencement Date, has been in Permitted Use at the Land and the Premises and copies of any and all information necessary for Micron’s compliance with any and all Hazardous Materials federal permitting, record keeping, reporting or other obligations under any Applicable Laws. SubFor example, and without limitation of the foregoing, Micron shall have the right to access the internal chemical management system for air-Sublandlord further represents permitting and warrants thatEmergency Planning Community Right to Know Act toxic release reporting purposes. Photronics shall not Release or permit the Release of any hazardous materials in, to the best of Sub-Sublandlord's actual knowledgeover, no litigation has been brought or threatenedon, nor any settlements reached with any governmental or private partyunder, involving Sub-Sublandlord and concerning the actual or alleged presence of Hazardous Materials on through, from, or about the Sublease Premises, or the soil, groundwater or surface water thereof, nor has Sub-Sublandlord received any written notice of any violation or alleged Premises in violation of any Hazardous Materials Applicable Laws. In the event that Photronics proposes to conduct any use or to operate any equipment which will or may utilize or generate a hazardous material other than as specified in the first paragraph of this Article XV, pending claims Photronics shall first in writing submit such use or pending investigations with respect equipment to Micron for approval. No approval by Micron shall relieve Photronics of any obligation of Photronics pursuant to this Article XV, including the presence removal, clean-up and indemnification obligations imposed upon Photronics by this Article XV. Photronics shall, immediately upon receipt thereof, furnish to Micron copies of Hazardous Materials on all notices or about the Sublease Premises, or the soil, groundwater or surface water thereof. Except to the extent that the Hazardous Material in question was released, emitted, used, stored, manufactured, transported or discharged other communications received by Sub-Subtenant, its agents, employees, contractors, officers, directors, shareholders, successors or assigns ("Sub-Subtenant Parties") Sub-Subtenant shall not be responsible for, and Sub-Subtenant and the Sub-Subtenant Parties hereby are released from, any claim, remediation obligation, investigation obligation, monitoring obligation, removal obligation, liability, cause of action, penalty, attorneys' fee, consultant's cost, expense or damage owing or alleged to be owing Photronics with respect to any Hazardous Material present on actual or alleged release or discharge of any hazardous material in or about the Sublease Premises and shall, immediately upon obtaining knowledge thereof, whether or not Photronics receives any such notice or communication, notify Micron in writing of any discharge or release of hazardous material by Photronics or anyone for whom Photronics is responsible in or about the Premises. In the event that Photronics is required to maintain any hazardous materials license or permit in connection with any use conducted by Photronics or any equipment operated by Photronics in the Premises, copies of each such license or permit, each renewal or revocation thereof and any communication relating to suspension, renewal or revocation thereof, shall be furnished to Micron within five (5) Business Days after receipt thereof by Photronics but in no event later than five (5) Business Days prior to the date any adverse action could be taken with respect to Micron or the soilPremises pursuant to such notice. Compliance by Photronics with the two immediately preceding sentences shall not relieve Photronics of any other obligation of Photronics pursuant to this Article XV. Upon any violation of the foregoing covenants, groundwater Photronics shall be obligated, at Photronics’ sole cost, to clean-up and remove from the Premises all hazardous materials introduced into the Premises by Photronics or surface water thereofany Photronics’ Party. Such clean-up and removal shall include all testing and investigation required by any governmental authorities having jurisdiction and preparation and implementation of any remedial action plan required by any governmental authorities having jurisdiction or that Micron may require in its reasonable discretion. All such clean-up and removal activities of Photronics shall, in each instance, be conducted to the satisfaction of Micron and to the satisfaction of all governmental authorities having jurisdiction. Micron’s right of access pursuant to Section 16.2 shall include the right to enter, inspect and test the Premises for compliance with Photronics’ covenants in this Article XV, provided that such right is reasonably exercised and the exercise of such right does not unreasonably interfere with Photronics’ use and occupancy of the Premises. If any governmental authority or lender to Micron shall require testing for hazardous materials in the Premises, and it is determined as the result of such testing that hazardous materials have been disposed of, released or discharged in or about the Premises, then Photronics shall reimburse Micron for all reasonable costs of such testing as additional rent hereunder in addition to Photronics’ remediation obligations hereunder or pursuant to Environmental Laws or any other Applicable Law and this Lease. Photronics shall indemnify, defend and hold harmless Micron, its shareholders, officers, employees, agents and lenders from and against any and all claims, liabilities, losses, actions, costs and expenses (including reasonable attorneys’ fees and costs of defense) incurred by such indemnified persons, or any of them, as the result of (A) the introduction into or about the Premises by Photronics, its employees, subtenants, licensees, contractors, agents, invitees or trespassers (each, a “Photronics’ Party” and, collectively, the “Photronics’ Parties”) of any hazardous materials, (B) the usage, storage, maintenance, generation, production or disposal by Photronics or any Photronics’ Party of hazardous materials in or about the Premises, (C) the discharge or release in or about the Premises by Photronics or any Photronics’ Party of any hazardous materials, (D) any injury to or death of persons or damage to or destruction of property resulting from the use, introduction, maintenance, storage, generation, disposal, disposition, release or discharge by Photronics or any Photronics’ Party of hazardous materials in or about the Premises, and (E) any failure of Photronics or any Photronics’ Party to observe the foregoing covenants of this Article XV. Payment shall not be a condition precedent to enforcement of the foregoing indemnification provision. In the event the Land was owned by Micron or an Affiliate as of the date of this Lease, Micron shall indemnify, defend and hold harmless Photronics, its shareholders, officers, employees, agents and lenders from and against any and all claims, liabilities, losses, actions, costs and expenses (including reasonable attorneys’ fees and costs of defense incurred by such indemnified parties, or any of them as a result of (A) the introduction into or about the Premises by Micron, its employees, licensees, contractors, agents, invitees or trespassers, in each instance other than Photronics or any Photronics’ Parties (each a “Micron Party” and, collectively, the “Micron Parties”) of any hazardous materials, (B) the usage, storage, maintenance, generation, production or disposal by Micron or any Micron Party of hazardous materials in or about the Premises, (C) the discharge or release in or about the Premises by Micron or any Micron Party of any hazardous material and (D) any injury to or death of persons or damage to or destruction of property resulting from the use, introduction, maintenance, storage, generation, disposal, usedisposition, release or discharge by Micron or any Micron Party of hazardous materials in or about the Premises prior to the date of execution of this Lease. Upon prior written request by Photronics, or release otherwise at Micron’s election, within thirty (30) days after any termination of Hazardous Materials this Lease Micron shall at Photronics’ sole cost and expense retain a hazardous materials consultant (to be reasonably approved by SubPhotronics) to conduct a survey or audit of the Premises to determine whether or not hazardous materials introduced by Photronics or any Photronics’ Party are present in or about the Premises. Photronics shall cooperate fully with Micron and such consultant in the conduct of any such survey or audit. If such survey or audit reveals the presence of hazardous materials brought into or upon the Premises by Photronics in violation of the provisions of this Article XV, Photronics shall pay for the cost of such audit. Such payment shall be made by Photronics to Micron, as additional rent, within thirty (30) days after Photronics’ receipt of Micron’s invoice therefor. Otherwise, the cost of such survey or audit shall be borne by Micron. If the audit or survey discloses the presence of hazardous materials introduced by Photronics or any Photronics’ Party, the provisions of this Article XV pertaining to Photronics’ remediation obligations and Micron’s remedies for violations of Photronics’ covenants hereunder shall apply to such hazardous materials and Photronics’ obligations with respect thereto. Upon any violation of the foregoing covenants, Micron shall be entitled to exercise all remedies available to a landlord against a defaulting tenant, including but not limited to those set forth in Article XIV. Without limiting the generality of the foregoing, Photronics expressly agrees that upon any such violation Micron may, at its option, (A) after notice and failure to cure pursuant to Section 14.1, terminate this Lease or (B) continue this Lease in effect until compliance by Photronics with its clean-Sublandlordup and removal covenant notwithstanding any earlier expiration date of the term of this Lease. No action by Micron hereunder shall impair the obligations of Photronics pursuant to this Article XV. Photronics acknowledges that incorporation of any material containing asbestos in any Building is absolutely prohibited. Photronics agrees that it shall not knowingly incorporate or permit or suffer to be incorporated any material containing asbestos into any Building. Photronics shall not be in breach of the foregoing covenant by virtue of any asbestos placed or caused to be placed in any Building by Micron, its agents, employees, contractors whether pursuant to the performance of Micron’s obligations hereunder or inviteesotherwise. Sub-Sublandlord's representations under The covenants contained in this Section Article XV shall survive the expiration or any earlier termination of this Sub-SubleaseLease.