Common use of Hazardous Wastes Clause in Contracts

Hazardous Wastes. As a material inducement for Landlord to enter into this Lease, Tenant represents and warrants that Tenant will maintain and use the Premises free from contamination by or from any “hazardous substances” or “hazardous wastes” (as such terms are defined and/or used in applicable state or federal law or the regulations issued under them, including, without limitation, the federal Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and the Resource Conservation and Recovery Act (“RCRA”). Tenant shall not engage in or permit any tenant or subtenant of Tenant under any lease or Lease affecting the Premises to engage in operations at or upon the Premises which involve the generation, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous wastes except in strict compliance with all federal, state and local laws, regulations and rules and under and in compliance with all required permits. Tenant further covenants that it will not cause or permit to exist as a result of an intentional or unintentional action or omission on its part or on the part of any tenant or subtenant of Tenant under any lease affecting the Premises, the releasing, spilling, leaking, pumping, pouring, emitting, emptying or dumping from, on or about the Premises of any such hazardous substances or hazardous wastes. Tenant agrees to indemnify and hold harmless Landlord and Lessor, its subsidiaries and affiliates, and any officer, director, shareholder, employee, or any agent of Landlord or its affiliates, subsidiaries, successors or assigns (collectively, the “Indemnified Parties”), from any and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, interest, losses, expenses, and reasonable attorneys’ fees and appellate attorneys’ fees (including any such fees and expenses incurred in enforcing this indemnity) resulting from, arising out of, or in any way connected with breach or alleged breach by Tenant of the provisions of the preceding paragraph of this Paragraph, including but not limited to monetary damages, expenses, injury to or the death of any person (including that of any Indemnified Party) or physical damage to property of any kind wherever located and by whomever owned (including that of any Indemnified Party) arising out of or in any way connected with the presence on, in or under the Premises of any asbestos, polychlorinated biphenyls (PCB’s) or the generation, handling, storage or disposal of any hazardous substances or hazardous wastes in violation of the provisions of the preceding paragraph of this Paragraph. This indemnification is an independent covenant and shall survive the termination of this Lease.

Hazardous Wastes. As Section 30.1. Lessee represents, covenants, and warrants that: (a) Lessee will cause the Premises at all times during the term of this Lease to be and remain in compliance with all applicable laws, ordinances, and regulations (including consent decrees and administrative orders) relating to public health and safety and protection of the environment, including those statutes, laws, regulations, and ordinances identified in subparagraph (g), all as amended and modified from time to time (collectively, "environmental laws"). Lessee agrees to keep in effect all governmental permits and approvals relating to the use or operation of the Premises required by applicable environmental laws, and Lessee agrees to comply with the terms of the same. (b) Lessee will not cause or permit to occur any generation, manufacture, storage, treatment, transportation, release, or disposal of "hazardous material," as that term is defined in subparagraph (g), on, in, under, about or from the Premises except in minor quantities required for the conduct of Lessee's business and pursuant to handling practices permitted by law. If any hazardous material (other than as so permitted by law) is found on the Premises, or if Lessee or any one of its employees, agents, contractors, suppliers or invitees causes, contributes to or aggravates any release or disposal of any hazardous material on, in, under or about the Premises, Lessee, at its own cost and expense, will immediately take such action as is necessary to detain the spread of and remove the hazardous material to the complete satisfaction of Lessor and the appropriate governmental authorities. (c) Lessee will immediately notify Lessor and provide copies upon receipt of all written complaints, claims, citations, demands, inquiries, reports, or notices relating to compliance with environmental laws. Lessee will, at its sole cost, promptly cure and have dismissed with prejudice any such actions resulting from activities or omissions of the Lessee or its successors, sublessees or assigns, and their respective employees, agents, contractors, suppliers and customers. Lessee will keep the Premises free of any lien imposed pursuant to any environmental laws resulting from activities or omissions of Lessee and its successors, sublessees or assigns, and their respective employees, agents, contractors, suppliers and customers. (d) Lessor shall have the right at all reasonable times and from time to time to conduct environmental audits of the Premises, and Lessee will cooperate in the conduct of those audits. The audits will be conducted by a consultant of Lessor's choosing, and if any hazardous material inducement (other than minor quantities handled as permitted by law) is detected or if a violation of any of the Lessee's warranties, representations, or covenants contained in this Article is discovered, the fees and expenses of such consultant will be borne by Lessee and will be paid as additional rent under this Lease on demand by Lessor. Provided further, at the termination of this lease Lessee will promptly pay and reimburse Lessor for Landlord all costs related to enter into an environmental audit of the Premises, in as many phases as reasonably deemed necessary by the environmental consultant. (e) If Lessee breaches or fails to comply with any of the foregoing warranties, representations, and covenants, Lessor may, after thirty (30) days prior notice to Lessee without cure, cause the removal (or other cleanup acceptable to Lessor) of any hazardous material from the Premises. The costs of such hazardous material removal and any other cleanup (including transportation and storage costs) will be additional rent under this Lease, Tenant represents whether or not a court or administrative agency has ordered the cleanup, due and warrants that Tenant will maintain payable on Lessor's demand. Lessee hereby grants Lessor, its employees, agents and use contractors, access to the Premises to remove or otherwise clean up any hazardous material. Lessor, however, has no affirmative obligation to remove or otherwise clean up any hazardous material, from the Premises, and nothing in this Lease will be construed as creating any such obligation. (f) Lessee agrees to indemnify, defend, and hold the Premises and Lessor, and Lessor's heirs, devisees, successors and assigns, affiliates, employees and agents free and harmless from contamination and against all losses, liabilities, obligations, penalties, claims, litigation, demands, defenses, costs, judgments, suits, proceedings, damages (including consequential damages), disbursements, or expenses of any kind (including attorneys' and experts' fees and expenses and fees and expenses incurred in investigating, defending, or prosecuting any litigation, claim, or proceeding) that may at any time be imposed upon, incurred by, asserted, or awarded against Lessor or any of them in connection with or arising from or out of: (i) any hazardous material on, in, under, or affecting all or any portion of the Premises resulting from activities or omissions of Lessee and its successors, sublessees or assigns, and their respective employees, agents, contractors, suppliers and customers; (ii) any misrepresentation, inaccuracy, or breach of any warranty, covenant, or agreement contained or referred to in this Paragraph 23.22; (iii) any violation or claim of violation by Lessee, its employees, agents, contractors, suppliers or invitees of any environmental law; or (iv) the imposition of any lien against the Premises for the recovery of any costs for environmental cleanup or other response costs relating to the release or threatened release of hazardous material resulting from activities or omissions of Lessees or its successors, sublessees or assigns, and their respective employees, agents, contractors, suppliers and customers. This indemnification shall survive termination or expiration of this Lease. Lessee, its successors, assigns and sublessees waive, release, and agree not to make any “claim or bring any cost recovery action against Lessor under CERCLA, as that term is defined in subparagraph (g), or any state equivalent or any similar law now existing or enacted after this date resulting from activities or omissions of Lessees or its successors, sublessees or assigns, and their respective employees, agents, contractors, suppliers and customers. (g) For purposes of this Lease, "hazardous material" means: (i) "hazardous substances” " or “hazardous wastes” ("toxic substances" as such those terms are defined and/or used in applicable state or federal law or by the regulations issued under them, including, without limitation, the federal Comprehensive Environmental Response, Compensation Compensation, and Liability Act (“CERCLA”), 42 U.S.C. e 9601, et seq., or the Hazardous Materials Transportation Act, 49 U.S.C. e 1801, et seq., both as amended to and after this date; (ii) and "hazardous wastes," as that term is defined by the Resource Conservation and Recovery Act (“"RCRA”"). Tenant shall not engage in , 42 U.S.C. e 6901, et seq., as amended to and after this date; (iii) any pollutant or permit contaminant or hazardous, dangerous, or toxic chemicals, materials, or substances within the meaning of any tenant or subtenant of Tenant under any lease or Lease affecting the Premises to engage in operations at or upon the Premises which involve the generation, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous wastes except in strict compliance with all other applicable federal, state and local laws, regulations and rules and under and in compliance with all required permits. Tenant further covenants that it will not cause or permit to exist as a result of an intentional or unintentional action or omission on its part or on the part of any tenant or subtenant of Tenant under any lease affecting the Premises, the releasing, spilling, leaking, pumping, pouring, emitting, emptying or dumping from, on or about the Premises of any such hazardous substances or hazardous wastes. Tenant agrees to indemnify and hold harmless Landlord and Lessor, its subsidiaries and affiliates, and any officer, director, shareholder, employeestate, or any agent of Landlord local law, regulation, ordinance, or its affiliates, subsidiaries, successors or assigns (collectively, the “Indemnified Parties”), from any and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, interest, losses, expenses, and reasonable attorneys’ fees and appellate attorneys’ fees requirement (including consent decrees and administrative orders) relating to or imposing liability or standards of conduct concerning any such fees and expenses incurred in enforcing this indemnity) resulting fromhazardous, arising out oftoxic, or dangerous waste substance or material, all as amended to and after this date; (iv) crude oil or any fraction of it that is liquid at standard conditions of temperature and pressure (60 degrees Fahrenheit and 14.7 pounds per square inch absolute); (v) any radioactive material, including any source, special nuclear, or by-product material as defined at 42 U.S.C. # 2011, et seq., as amended to and after this date; (vi) asbestos in any way connected with breach form or alleged breach by Tenant of the provisions of the preceding paragraph of this Paragraph, including but not limited to monetary damages, expenses, injury to or the death of any person condition; and (including that of any Indemnified Partyvii) or physical damage to property of any kind wherever located and by whomever owned (including that of any Indemnified Party) arising out of or in any way connected with the presence on, in or under the Premises of any asbestos, polychlorinated biphenyls (PCB’sPCBs) or the generation, handling, storage or disposal of any hazardous substances or hazardous wastes in violation of the provisions of the preceding paragraph of this Paragraph. This indemnification is an independent covenant and shall survive the termination of this Leasecompounds containing PCBs.

Hazardous Wastes. As a material inducement for Tenant shall no knowingly suffer, permit, introduce or maintain in, on or about any portion of the Property, any asbestos, polychlorinated biphenyls, petroleum products or any other hazardous or toxic materials, wastes and substances which are defined, determined or identified as such in any federal, state or local laws, rules or regulations (whether now existing or hereafter enacted or promulgated) or any judicial or administrative interpretation of any thereof, including any judicial or administrative orders of judgments. Any such asbestos, polychlorinated biphenyls, petroleum products and any such other materials, wastes and substances are herein collectively called "Hazardous Materials." Tenant shall indemnify, protect, and save Landlord to enter into this Lease, Tenant represents harmless against and warrants that Tenant will maintain and use the Premises free from contamination by or from any “hazardous substances” and all damages, losses, liabilities, obligations, penalties, claims, litigation, demands, defenses, judgments, suits, proceedings, costs, disbursements or “hazardous wastes” expenses of any kind or of any nature whatsoever (as such terms are defined and/or used in applicable state or federal law or the regulations issued under them, including, without limitation, 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 of any portion of the federal Comprehensive Environmental ResponseProperty or that are introduced by Tenant, Compensation its employees or invitees including, without limitation, (i) the costs of removal of any and Liability Act all Hazardous Materials from all or any portion of the Property, (“CERCLA”ii) additional costs required to take necessary precautions to protect against the release of Hazardous Materials on, in, under or affecting the Property into the air, any body or water, any other public domain or any surrounding areas, and (iii) any costs incurred to comply, in connection with all or any portion of the Resource Conservation property with all applicable laws, orders, judgments and Recovery Act (“RCRA”)regulations with respect to Hazardous Materials. The preceding portions of this provision do not apply to Hazardous Materials that are located on the Property at or before the initial commencement of any work, construction, repairs or alterations therein by Tenant shall not engage in or permit to any tenant Hazardous Materials introduced into the Property by anyone other than Tenant, its employees or subtenant invitees. The obligations of Tenant under any lease or Lease affecting the Premises to engage in operations at or upon the Premises which involve the generation, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous wastes except in strict compliance with all federal, state and local laws, regulations and rules and under and in compliance with all required permits. Tenant further covenants that it will not cause or permit to exist as a result of an intentional or unintentional action or omission on its part or on the part of any tenant or subtenant of Tenant under any lease affecting the Premises, the releasing, spilling, leaking, pumping, pouring, emitting, emptying or dumping from, on or about the Premises of any such hazardous substances or hazardous wastes. Tenant agrees to indemnify and hold harmless Landlord and Lessor, its subsidiaries and affiliates, and any officer, director, shareholder, employee, or any agent of Landlord or its affiliates, subsidiaries, successors or assigns (collectively, the “Indemnified Parties”), from any and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, interest, losses, expenses, and reasonable attorneys’ fees and appellate attorneys’ fees (including any such fees and expenses incurred in enforcing this indemnity) resulting from, arising out of, or in any way connected with breach or alleged breach by Tenant of the provisions of the preceding paragraph of this Paragraph, including but not limited to monetary damages, expenses, injury to or the death of any person (including that of any Indemnified Party) or physical damage to property of any kind wherever located and by whomever owned (including that of any Indemnified Party) arising out of or in any way connected with the presence on, in or under the Premises of any asbestos, polychlorinated biphenyls (PCB’s) or the generation, handling, storage or disposal of any hazardous substances or hazardous wastes in violation of the provisions of the preceding paragraph of this Paragraph. This indemnification is an independent covenant and Section 46 shall survive the expiration or earlier termination of this Lease.

Hazardous Wastes. As a material inducement for Landlord to enter into this Lease, Tenant represents and warrants that Tenant will maintain and use the Premises free from contamination by or from Violate any “hazardous substances” or “hazardous wastes” (as such terms are defined and/or used in applicable state or federal law or the regulations issued under them, including, without limitation, the federal Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and the Resource Conservation and Recovery Act (“RCRA”). Tenant shall not engage in Law or permit any tenant Hazardous Material to be brought onto any of the Realty or subtenant of Tenant under any lease other property owned, leased or Lease affecting operated by the Premises Borrower or its Subsidiaries, if the results thereof could reasonably be expected to engage in operations at have a Material Adverse Effect. If any material Hazardous Material is brought or upon the Premises which involve the generationfound thereon or therein, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous wastes except in strict compliance with all federal, state as may be permitted above (and local laws, regulations and rules and under and then only in compliance with all applicable Environmental Laws), Borrower, at its expense, shall immediately remove it, with proper disposal, and perform all required permitsenvironmental response, removal, corrective and remedial actions in a diligent manner and in accordance with all Environmental Laws, the Borrower's obligations hereunder to survive any foreclosure of any Mortgage or other deed of trust or mortgage. Tenant further covenants that it will not cause The Borrower shall promptly, after any officer of either of the Borrower learns or permit obtains knowledge of the occurrence thereof, give written notice to exist as a result the Agent of receipt of any written notice of any material violation or noncompliance, order or request for information from any Governmental Agency with respect to any Environmental Law, and shall promptly remedy any breach of any Environmental Law by the Borrower or its Subsidiaries. Agent shall have the right (at the expense of the Borrower during the continuance of an intentional Event of Default or unintentional action if required by any Governmental Authority regulating the Agent) to enter upon the Realty or omission on other property owned, leased or operated by the Borrower or its part or on the part of any tenant or subtenant of Tenant under any lease affecting the Premises, the releasing, spilling, leaking, pumping, pouring, emitting, emptying or dumping from, on or about the Premises of any such hazardous substances or hazardous wastes. Tenant agrees to indemnify and hold harmless Landlord and Lessor, its subsidiaries and affiliates, and any officer, director, shareholder, employeeSubsidiaries, or any agent of Landlord or part thereof (through its affiliates, subsidiaries, successors or assigns (collectively, the “Indemnified Parties”employees and/or agents), from any to verify compliance by the Borrower and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, interest, losses, expenses, and reasonable attorneys’ fees and appellate attorneys’ fees (including any such fees and expenses incurred in enforcing this indemnity) resulting from, arising out of, or in any way connected its Subsidiaries with breach or alleged breach by Tenant of the provisions of the preceding paragraph terms of this Paragraph, including but not limited Agreement and to monetary damages, expenses, injury to or the death of any person (including that of any Indemnified Party) or physical damage to property of any kind wherever located conduct such environmental assessments and by whomever owned (including that of any Indemnified Party) arising out of or in any way connected with the presence on, in or under the Premises of any asbestos, polychlorinated biphenyls (PCB’s) or the generation, handling, storage or disposal of any hazardous substances or hazardous wastes in violation of the provisions of the preceding paragraph of this Paragraph. This indemnification is an independent covenant and shall survive the termination of this Lease.audits as Agent

Hazardous Wastes. As a material inducement for Tenant shall not cause, or allow any of ---------------- Tenant's Parties to cause any Hazardous Materials to be used, generated, stored or disposed of on or about the Premises or the Building. [Notwithstanding the foregoing, normal quantities of those 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 without Landlord's prior written consent, but only in compliance with all applicable Regulations.] Notwithstanding the obligation of Tenant to indemnify Landlord pursuant to enter into this Lease, Tenant represents shall, at its sole cost and warrants that Tenant will maintain and expense, promptly take all actions required by any federal state or local government or political subdivision, or necessary for Landlord to make full economic use of the Premises free or any portion of the Building, which requirements or necessity arises from contamination Tenant's use or handling of Hazardous Materials upon, about, above or beneath the Premises or any portion of the Building. Such actions shall include, but shall not be limited to, the investigation of the environmental condition of the Premises or any portion of the Building, the preparation of any feasibility studies or reports and the performance of any cleanup, remedial removal or restoration work. Tenant shall take all actions necessary to restore the Premises or any portion of the Building to the condition existing prior to the introduction of Tenant's Hazardous Materials, notwithstanding any less stringent standards or remediation allowable under applicable Regulations. Tenant shall nevertheless obtain Landlord's written approval prior to undertaking any actions required by this Section, which approval shall not be unreasonably withheld so long as such actions would not potentially have a material adverse long-term or from short-term effect on the Premises or any “portion of the Building. As used in this Lease, "Hazardous Materials" shall include, but not be limited to, hazardous, toxic and radioactive materials and substances defined as "hazardous substances” or “," "hazardous materials," "hazardous wastes” " "toxic substances," or other similar designations in any federal state, or local law, regulation, or ordinance. Landlord shall have the right upon no less than twenty-four (24) hours' notice to Tenant (except in case of emergency) to inspect the Premises and to conduct tests and investigations as reasonably necessary to determine whether Tenant is in compliance with the foregoing provisions, the costs of all such terms are defined and/or used in applicable state inspections, tests and investigations to be borne by Tenant, provided, however, that such inspections, tests or federal law investigations shall not unreasonably interfere with Tenant's use and occupancy of the Premises. Tenant shall indemnify, defend, protect and hold Landlord harmless from and against all liabilities, losses, cost and expenses, demands, causes of action, claims or judgments directly or indirectly arising out of the regulations issued under themuse, includinggeneration, storage or disposal of Hazardous Materials by Tenant or any of Tenant's Parties, which indemnity shall include, without limitation, the federal Comprehensive Environmental Responsecost of any required or necessary repair, Compensation and Liability Act (“CERCLA”) cleanup or detoxification, and the Resource Conservation and Recovery Act (“RCRA”). Tenant shall not engage in or permit any tenant or subtenant of Tenant under any lease or Lease affecting the Premises to engage in operations at or upon the Premises which involve the generation, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous wastes except in strict compliance with all federal, state and local laws, regulations and rules and under and in compliance with all required permits. Tenant further covenants that it will not cause or permit to exist as a result of an intentional or unintentional action or omission on its part or on the part preparation of any tenant closure or subtenant of Tenant under any lease affecting other required plans, whether such action is required or necessary prior to or following the Premises, the releasing, spilling, leaking, pumping, pouring, emitting, emptying or dumping from, on or about the Premises of any such hazardous substances or hazardous wastes. Tenant agrees to indemnify and hold harmless Landlord and Lessor, its subsidiaries and affiliates, and any officer, director, shareholder, employee, or any agent of Landlord or its affiliates, subsidiaries, successors or assigns (collectively, the “Indemnified Parties”), from any and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, interest, losses, expenses, and reasonable attorneys’ fees and appellate attorneys’ fees (including any such fees and expenses incurred in enforcing this indemnity) resulting from, arising out of, or in any way connected with breach or alleged breach by Tenant of the provisions of the preceding paragraph termination of this ParagraphLease. Neither the written consent by Landlord to the use, including but not limited to monetary damages, expenses, injury to or the death of any person (including that of any Indemnified Party) or physical damage to property of any kind wherever located and by whomever owned (including that of any Indemnified Party) arising out of or in any way connected with the presence on, in or under the Premises of any asbestos, polychlorinated biphenyls (PCB’s) or the generation, handling, storage or disposal of any hazardous substances Hazardous Materials, nor the strict compliance by Tenant with all laws pertaining to Hazardous Materials shall excuse Tenant from Tenant's obligation or hazardous wastes in violation of indemnification to this Paragraph 4.D. Tenant's obligations pursuant to the provisions of the preceding paragraph of this Paragraph. This indemnification is an independent covenant and foregoing indemnity shall survive the termination of this Lease. Landlord shall indemnify, defend, protect and hold Tenant harmless from and against any costs incurred by Tenant resulting from claims brought against Tenant by a governmental authority attributable solely to Hazardous Materials deposited onto the Premises by Landlord (but specifically excluding Landlord's agents, contractors, invitees, employees and tenants).

Hazardous Wastes. As a material inducement for Landlord to enter into this Lease, Tenant represents and warrants that Tenant will maintain and use the Premises free from contamination by or from Violate any “hazardous substances” or “hazardous wastes” (as such terms are defined and/or used in applicable state or federal law or the regulations issued under them, including, without limitation, the federal Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and the Resource Conservation and Recovery Act (“RCRA”). Tenant shall not engage in Law or permit any tenant Hazardous Material to be brought onto or subtenant remain at any of Tenant under the Realty or any lease other property owned, leased or Lease affecting operated by the Premises Borrower or its Subsidiaries, if the results thereof could reasonably be expected to engage in operations at have a Material Adverse Effect. If any Hazardous Material is brought or upon the Premises which involve the generationfound thereon or therein, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous wastes except in strict compliance with all federal, state as may be permitted above (and local laws, regulations and rules and under and then only in compliance with all applicable Environmental Laws), Borrower, at its expense, shall immediately remove it, with proper disposal, and perform all required permitsenvironmental response, removal, corrective and remedial actions in a diligent manner and in accordance with all Environmental Laws, the Borrower's obligations hereunder to survive any foreclosure of any Mortgage or other deed of trust or mortgage. Tenant further covenants that it will not cause The Borrower shall promptly, after any officer of the Borrower or permit any of its Subsidiaries learns or obtains knowledge of the occurrence thereof, give written notice to exist as a result the Agent of receipt of any written notice or claim of any material violation or noncompliance, or of any order or request for information from any Governmental Authority, with respect to any Environmental Law, and shall promptly remedy any breach of any Environmental Law by the Borrower or its Subsidiaries. Agent shall have the right (at the expense of the Borrower during the continuance of an intentional Event of Default or unintentional action if required by any Governmental Authority regulating the Agent) to enter upon the Realty or omission on other property owned, leased or operated by the Borrower or its part or on the part of any tenant or subtenant of Tenant under any lease affecting the Premises, the releasing, spilling, leaking, pumping, pouring, emitting, emptying or dumping from, on or about the Premises of any such hazardous substances or hazardous wastes. Tenant agrees to indemnify and hold harmless Landlord and Lessor, its subsidiaries and affiliates, and any officer, director, shareholder, employeeSubsidiaries, or any agent of Landlord or part thereof (through its affiliates, subsidiaries, successors or assigns (collectively, the “Indemnified Parties”employees and/or agents), from any to verify compliance by the Borrower and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, interest, losses, expenses, and reasonable attorneys’ fees and appellate attorneys’ fees (including any such fees and expenses incurred in enforcing this indemnity) resulting from, arising out of, or in any way connected its Subsidiaries with breach or alleged breach by Tenant of the provisions of the preceding paragraph terms of this ParagraphAgreement and to conduct such environmental assessments and audits as Agent shall deem advisable to facilitate such verification; provided, including but not limited to monetary damageshowever, expensesBORROWER AND ITS SUBSIDIARIES HEREBY ACKNOWLEDGE THAT ALL HAZARDOUS MATERIAL HANDLING PRACTICES AND ENVIRONMENTAL PRACTICES AND PROCEDURES ARE THE SOLE RESPONSIBILITY OF THE BORROWER AND ITS SUBSIDIARIES, injury to or the death of any person AND THE BORROWER AND ITS SUBSIDIARIES HAVE FULL DECISION-MAKING POWER WITH RESPECT THERETO. BORROWER AND ITS SUBSIDIARIES FURTHER ACKNOWLEDGE THAT NEITHER THE AGENT NOR ANY LENDER IS AN ENVIRONMENTAL CONSULTANT, ENGINEER, INVESTIGATOR OR INSPECTOR OF ANY TYPE WHATSOEVER. NO ACT (including that of any Indemnified PartyOR DECISION NOT TO ACT) or physical damage to property of any kind wherever located and by whomever owned OF THE AGENT OR ANY LENDER RELATED TO THIS AGREEMENT OR ANY LOAN DOCUMENT SHALL GIVE RISE TO ANY OBLIGATION OR LIABILITY ON THE PART OF THE AGENT OR ANY LENDER WITH RESPECT TO ENVIRONMENTAL MATTERS. IN NO EVENT SHALL ANY INFORMATION OBTAINED FROM THE AGENT OR ANY LENDER OR THEIR RESPECTIVE AGENTS PURSUANT TO THIS AGREEMENT OR ANY LOAN DOCUMENT CONCERNING THE ENVIRONMENTAL CONDITION OF THE REALTY OR OTHER PROPERTY BE CONSIDERED BY THE BORROWER OR ANY SUBSIDIARY (including that of any Indemnified PartyOR ANY OTHER RECIPIENT OF SAID INFORMATION) arising out of or in any way connected with the presence onAS CONSTITUTING LEGAL OR ENVIRONMENTAL CONSULTING, in or under the Premises of any asbestosENGINEERING, polychlorinated biphenyls INVESTIGATING OR INSPECTING ADVICE, AND NEITHER THE BORROWER NOR ANY OF ITS SUBSIDIARIES (PCB’sNOR ANY OTHER RECIPIENT OF SAID INFORMATION) or the generation, handling, storage or disposal of any hazardous substances or hazardous wastes in violation of the provisions of the preceding paragraph of this ParagraphSHALL RELY ON SAID INFORMATION. This indemnification is an independent covenant and shall survive the termination of this LeaseTHE RESPONSIBILITY FOR COMPLIANCE WITH ENVIRONMENTAL LAWS RESTS SOLELY WITH THE BORROWER AND ITS SUBSIDIARIES.

Hazardous Wastes. As Substances and Petroleum Products. --------------------------------------------------- (i) The Borrowers and each Subsidiary: (x) have received all permits and filed all material notifications necessary to carry on their respective business(es) under, and (y) are in compliance in all material respects with, all Environmental Control Statutes. (ii) Neither the Borrowers nor any Subsidiary has given any written or oral notice, nor has it failed to give required notice, to the Environmental Protection Agency or any state or local agency with regard to any actual or imminently threatened Release of Hazardous Substances on properties owned, leased or operated by Borrowers or any Subsidiary or used in connection with the conduct of its business and operations, which Release of Hazardous Substance could have a material inducement adverse effect on the business, operations, assets or condition of the Borrowers and their Subsidiaries taken as a whole. (iii) Neither the Borrowers nor any Subsidiary has received notice that it is potentially responsible for Landlord costs of clean-up or remediation of any actual or imminently threatened Release of Hazardous Substances pursuant to enter into this Leaseany Environmental Control Statute, Tenant represents which costs could have a material adverse effect on the business, operations, assets or condition of the Borrowers and warrants their Subsidiaries taken as a whole. (iv) To the knowledge of the Borrowers, no real property owned or leased by the Borrowers or any Subsidiary is in material violation of any Environmental Control Statutes, no Hazardous Substances are present on such real property that Tenant will maintain would give rise to a material liability under applicable Environmental Control Statutes, and use neither the Premises free from contamination by Borrowers nor any Subsidiary has been identified in any litigation, administrative proceedings or from investigation as a potentially responsible party for any “hazardous substances” or “hazardous wastes” (as such terms are defined and/or used in applicable state or federal law or the regulations issued under them, including, without limitation, the federal Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and the Resource Conservation and Recovery Act (“RCRA”). Tenant shall not engage in or permit any tenant or subtenant of Tenant liability under any lease Environmental Control Statutes that could have a material adverse effect on the business, operations, assets or Lease affecting condition of the Premises to engage in operations at or upon the Premises which involve the generation, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous wastes except in strict compliance with all federal, state Borrowers and local laws, regulations and rules and under and in compliance with all required permits. Tenant further covenants that it will not cause or permit to exist their Subsidiaries taken as a result of an intentional or unintentional action or omission on its part or on the part of any tenant or subtenant of Tenant under any lease affecting the Premises, the releasing, spilling, leaking, pumping, pouring, emitting, emptying or dumping from, on or about the Premises of any such hazardous substances or hazardous wastes. Tenant agrees to indemnify and hold harmless Landlord and Lessor, its subsidiaries and affiliates, and any officer, director, shareholder, employee, or any agent of Landlord or its affiliates, subsidiaries, successors or assigns (collectively, the “Indemnified Parties”), from any and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, interest, losses, expenses, and reasonable attorneys’ fees and appellate attorneys’ fees (including any such fees and expenses incurred in enforcing this indemnity) resulting from, arising out of, or in any way connected with breach or alleged breach by Tenant of the provisions of the preceding paragraph of this Paragraph, including but not limited to monetary damages, expenses, injury to or the death of any person (including that of any Indemnified Party) or physical damage to property of any kind wherever located and by whomever owned (including that of any Indemnified Party) arising out of or in any way connected with the presence on, in or under the Premises of any asbestos, polychlorinated biphenyls (PCB’s) or the generation, handling, storage or disposal of any hazardous substances or hazardous wastes in violation of the provisions of the preceding paragraph of this Paragraph. This indemnification is an independent covenant and shall survive the termination of this Leasewhole.

Hazardous Wastes. As a material inducement for Landlord to enter into this Lease, Tenant represents and warrants that Tenant will maintain and use the Premises free from contamination by or from Violate any “hazardous substances” or “hazardous wastes” (as such terms are defined and/or used in applicable state or federal law or the regulations issued under them, including, without limitation, the federal Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and the Resource Conservation and Recovery Act (“RCRA”). Tenant shall not engage in Law or permit any tenant Hazardous Material to be brought onto any of the Realty or subtenant of Tenant under any lease other property owned, leased or Lease affecting operated by the Premises to engage in operations at Borrower or upon its Subsidiaries, if the Premises which involve the generationresults thereof would have a Material Adverse Effect. If any material Hazardous Material is brought or found thereon or therein, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous wastes except as may be permitted above (and then only in strict compliance with all federalapplicable Environmental Laws), state Borrower, at its expense, shall immediately remove it, with proper disposal, and local lawsperform all required environmental response, regulations removal, corrective and rules and under remedial actions in a diligent manner and in compliance accordance with all required permits. Tenant further covenants that it will not cause or permit Environmental Laws, the Borrower's obligations hereunder to exist as a result of an intentional or unintentional action or omission on its part or on the part survive any foreclosure of any tenant Mortgage or subtenant other deed of Tenant under trust or mortgage. The Borrower shall promptly, after any lease affecting officer of either of the PremisesBorrower learns or obtains knowledge of the occurrence thereof, give written notice to the releasing, spilling, leaking, pumping, pouring, emitting, emptying or dumping from, on or about the Premises Agent of receipt of any such hazardous substances written notice of any material violation or hazardous wastes. Tenant agrees noncompliance, order or request for information from any Governmental Agency with respect to indemnify and hold harmless Landlord and Lessor, its subsidiaries and affiliatesany Environmental Law, and shall promptly remedy any officerbreach of any Environmental Law by the Borrower or its Subsidiaries. Agent shall have the right, directorat the expense of the Borrower, shareholderto enter upon the Realty or other property owned, employeeleased or operated by the Borrower or its Subsidiaries, or any agent of Landlord or part thereof (through its affiliates, subsidiaries, successors or assigns (collectively, the “Indemnified Parties”employees and/or agents), from any to verify compliance by the Borrower and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, interest, losses, expenses, and reasonable attorneys’ fees and appellate attorneys’ fees (including any such fees and expenses incurred in enforcing this indemnity) resulting from, arising out of, or in any way connected its Subsidiaries with breach or alleged breach by Tenant of the provisions of the preceding paragraph terms of this ParagraphAgreement and to conduct such environmental assessments and audits as Agent shall deem advisable to facilitate such verification; provided, including but not limited to monetary damageshowever, expensesBORROWER AND ITS SUBSIDIARIES HEREBY ACKNOWLEDGE THAT ALL HAZARDOUS MATERIAL HANDLING PRACTICES AND ENVIRONMENTAL PRACTICES AND PROCEDURES ARE THE SOLE RESPONSIBILITY OF THE BORROWER AND ITS SUBSIDIARIES, injury to or the death of any person AND THE BORROWER AND ITS SUBSIDIARIES HAVE FULL DECISION-MAKING POWER WITH RESPECT THERETO. BORROWER AND ITS SUBSIDIARIES FURTHER ACKNOWLEDGE THAT NEITHER THE AGENT NOR ANY LENDER IS AN ENVIRONMENTAL CONSULTANT, ENGINEER, INVESTIGATOR OR INSPECTOR OF ANY TYPE WHATSOEVER. NO ACT (including that of any Indemnified PartyOR DECISION NOT TO ACT) or physical damage to property of any kind wherever located and by whomever owned OF THE AGENT OR ANY LENDER RELATED TO THIS AGREEMENT OR ANY LOAN DOCUMENT SHALL GIVE RISE TO ANY OBLIGATION OR LIABILITY ON THE PART OF THE AGENT OR ANY LENDER WITH RESPECT TO ENVIRONMENTAL MATTERS. IN NO EVENT SHALL ANY INFORMATION OBTAINED FROM THE AGENT OR ANY LENDER OR THEIR RESPECTIVE AGENTS PURSUANT TO THIS AGREEMENT OR ANY LOAN DOCUMENT CONCERNING THE ENVIRONMENTAL CONDITION OF THE REALTY OR OTHER PROPERTY BE CONSIDERED BY THE BORROWER OR ANY SUBSIDIARY (including that of any Indemnified PartyOR ANY OTHER RECIPIENT OF SAID INFORMATION) arising out of or in any way connected with the presence onAS CONSTITUTING LEGAL OR ENVIRONMENTAL CONSULTING, in or under the Premises of any asbestosENGINEERING, polychlorinated biphenyls INVESTIGATING OR INSPECTING ADVICE, AND NEITHER THE BORROWER NOR ANY OF ITS SUBSIDIARIES (PCB’sNOR ANY OTHER RECIPIENT OF SAID INFORMATION) or the generation, handling, storage or disposal of any hazardous substances or hazardous wastes in violation of the provisions of the preceding paragraph of this ParagraphSHALL RELY ON SAID INFORMATION. This indemnification is an independent covenant and shall survive the termination of this LeaseTHE RESPONSIBILITY FOR COMPLIANCE WITH ENVIRONMENTAL LAWS RESTS SOLELY WITH THE BORROWER AND ITS SUBSIDIARIES.

Hazardous Wastes. As a material inducement for Landlord (a) Tenant agrees to enter into this Leaseuse all reasonable efforts to ensure that applicable environmental laws and ordinances affecting the demised premises are complied with in connection with the operation of Tenant’s business at the demised premises and its lease of said demised premises. (b) Tenant agrees to indemnify and hold harmless, Tenant represents Landlord, its partners, attorneys, successors and warrants that Tenant will maintain assigns (“Indemnified Parties”) against any and use the Premises free from contamination by or from any “hazardous substances” or “hazardous wastes” all damages, claims, costs, losses and other expenses (as such terms are defined and/or used in applicable state or federal law or the regulations issued under them, including, without limitation, attorneys fees and court costs) which may be imposed upon, incurred by, or asserted against, any of the federal Indemnified Parties by any entity or persons, including without limitation, a governmental entity, based on (1) the use, generation, manufacture, production, handling, storage, release, or threatened release of Hazardous Materials by the Tenant, (2) any violation of any environmental law committed by Tenant with respect to the demised premises after the commencement date of the Lease or (3) Hazardous Materials to the extent the Hazardous Substances are introduced to the demised premises by Tenant, or (4) liability under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) 42 U.S.C. Sections 9601, et seq., or similar laws and regulations, as amended from time to time arising from Hazardous Materials introduced to the Resource Conservation demised premises by the Tenant. Tenant’s obligation to indemnify, defend and Recovery Act hold harmless includes, without limitation, costs incurred by Indemnified Parties for or in connection with (“RCRA”). Tenant shall not engage in x) any investigation of site conditions or permit any tenant cleanup, remedial, monitoring, restoration or subtenant of Tenant under closure work required by any lease or Lease affecting the Premises to engage in operations at or upon the Premises which involve the generation, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous wastes except in strict compliance with all federal, state and or local laws, regulations and rules and under and in compliance with all required permits. Tenant further covenants that it will not cause or permit to exist as a result of an intentional or unintentional action or omission on its part or on the part government agency because of any tenant Hazardous Materials introduced to the demised premises by Tenant and present in the soil, air, surface, or subtenant of Tenant groundwater at, in, under any lease affecting the Premises, the releasing, spilling, leaking, pumping, pouring, emitting, emptying or dumping from, on or about the Premises demised premises, and (y) any government agency requirements which are a condition of any such hazardous substances permit or hazardous wastes. Tenant agrees to indemnify and hold harmless Landlord and Lessorland use entitlement, its subsidiaries and affiliates, and any officer, director, shareholder, employee, including clean-up requirements imposed as a condition of obtaining rezoning or any agent of Landlord or its affiliates, subsidiaries, successors or assigns (collectively, the “Indemnified Parties”), from any and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, interest, losses, expenses, and reasonable attorneys’ fees and appellate attorneys’ fees (including any such fees and expenses incurred in enforcing this indemnity) resulting from, arising out of, or in any way connected with breach or alleged breach a conditional use permit needed by Tenant to operate its business. In the event that Tenant fails to respond to claims or requests from government agencies and/or third parties seeking investigation or remedial action in connection with Hazardous Materials introduced to the demised premises by Tenant, Landlord may, with reasonable prior notice except in the case of an emergency, proceed to take the appropriate action and shall be reimbursed by Tenant therefor to the extent that the action was required by applicable law and was a reasonable response for current use and condition of the provisions of the preceding paragraph of this Paragraph, including but not limited to monetary damages, expenses, injury to or the death of any person (including that of any Indemnified Party) or physical damage to property of any kind wherever located and by whomever owned (including that of any Indemnified Party) arising out of or in any way connected with the presence on, in or under the Premises of any asbestos, polychlorinated biphenyls (PCB’s) or the generation, handling, storage or disposal of any hazardous substances or hazardous wastes in violation of the provisions of the preceding paragraph of this Paragraphdemised premises. This indemnification is an independent covenant and indemnity shall survive the termination of this Lease. (c) As used herein, “Hazardous Materials” shall mean all hazardous substances, hazardous wastes, hazardous materials, toxic materials, or toxic substances and any other substances, including asbestos, petroleum and its byproducts, the cleanup, disposal, storage, production, possession, or use of which is regulated by federal, state or local laws, ordinances, rules, regulations, permit conditions, administrative orders and similar requirements affecting the health and safety of people or the environment, including, but not limited to, those materials or substances referenced in CERCLA, the Hazardous Materials Transportation Act, the Resource Conservation and Recovery Act, the Toxic Substances Control Act, the Clean Water Act, the Clean Air Act, Safe Drinking Water Act, and the release of which would be considered nuisance or trespass.

Hazardous Wastes. As a material inducement for Landlord to enter into this LeaseThe Borrower will not, Tenant represents and warrants that Tenant will maintain and use the Premises free from contamination by not permit or from cause any “hazardous substances” or “hazardous wastes” (as such terms are defined and/or used in applicable state or federal law or the regulations issued under themSubsidiary to, including, without limitation, the federal Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and the Resource Conservation and Recovery Act (“RCRA”). Tenant shall not engage in or permit any tenant Hazardous Substances to be unlawfully brought on, to or subtenant of Tenant under located on any lease real property owned or Lease affecting leased by the Premises to engage in operations at Borrower or upon the Premises which involve the generationany Subsidiary, manufacture, refining, transportation, treatment, storage, handling or disposal of hazardous substances or hazardous wastes except in strict material compliance with all federal, state applicable Environmental Laws; and local laws, regulations and rules and under and if any such material is brought or found located thereon in compliance with all required permits. Tenant further covenants that it will not cause or permit to exist as a result of an intentional or unintentional action or omission on its part or on the part violation of any tenant or subtenant of Tenant under any lease affecting applicable law, it shall be handled as required pursuant to applicable Environmental Laws and to the Premises, the releasing, spilling, leaking, pumping, pouring, emitting, emptying or dumping from, on or about the Premises of any such hazardous substances or hazardous wastes. Tenant agrees to indemnify and hold harmless Landlord and Lessor, its subsidiaries and affiliatesAgent's reasonable satisfaction, and any officerrequired environmental cleanup procedures shall be diligently undertaken pursuant to all such Environmental Laws, director, shareholder, employee, and the obligations hereunder with respect to any such materials brought or located thereon while the Borrower or any agent of Landlord Subsidiary owned or its affiliates, subsidiaries, successors or assigns (collectively, the “Indemnified Parties”), from any and all liability, damages, costs, claims, suits, actions, legal or administrative proceedings, interest, losses, expenses, and reasonable attorneys’ fees and appellate attorneys’ fees (including leased any such fees and expenses incurred in enforcing this indemnity) resulting from, arising out of, or in real property shall survive any way connected with breach or alleged breach by Tenant of the provisions of the preceding paragraph of this Paragraph, including but not limited to monetary damages, expenses, injury to or the death foreclosure of any person mortgage and other deeds of trust or mortgages. THE BORROWER HEREBY ACKNOWLEDGES THAT FOR SO LONG AS THE LENDERS HAVE NOT FORECLOSED AND TAKEN TITLE TO, OR POSSESSION AND CONTROL OF THE REALTY, OR TAKEN OVER CONTROL OF WASTE HANDLING PRACTICES, ALL HAZARDOUS WASTE HANDLING PRACTICES AND ENVIRONMENTAL PRACTICES AND PROCEDURES ARE THE SOLE RESPONSIBILITY OF THE BORROWER AND ITS SUBSIDIARIES AND THE BORROWER AND ITS SUBSIDIARIES HAVE FULL DECISION-MAKING POWER WITH RESPECT THERETO, AS WITH RESPECT TO THE LENDERS. THE BORROWER FURTHER ACKNOWLEDGES THAT NEITHER THE AGENT NOR ANY LENDER IS AN ENVIRONMENTAL CONSULTANT, ENGINEER, INVESTIGATOR OR INSPECTOR OF ANY TYPE WHATSOEVER. NO ACT (including that of any Indemnified PartyOR DECISION NOT TO ACT) or physical damage to property of any kind wherever located and by whomever owned OF THE AGENT OR ANY LENDER RELATED TO THIS AGREEMENT OR ANY LOAN DOCUMENT SHALL GIVE RISE TO ANY OBLIGATION OR LIABILITY ON THE PART OF THE AGENT OR ANY LENDER WITH RESPECT TO ENVIRONMENTAL MATTERS UNLESS SUCH ACTION IS AFTER THE LENDERS HAVE FORECLOSED ON AND TAKEN POSSESSION AND CONTROL OF THE SUBJECT 86 93 PROPERTY AND SUCH ACTION PROXIMATELY RESULTS IN SUCH CONTAMINATION. IN NO EVENT SHALL ANY INFORMATION OBTAINED FROM THE AGENT OR ANY LENDER OR THEIR RESPECTIVE AGENTS PURSUANT TO THIS AGREEMENT OR ANY CREDIT DOCUMENT CONCERNING THE ENVIRONMENTAL CONDITION OF THE REALTY BE CONSIDERED BY THE BORROWER OR ANY OF ITS SUBSIDIARIES (including that of any Indemnified PartyOR ANY OTHER RECIPIENT OF SUCH INFORMATION) arising out of or in any way connected with the presence onAS CONSTITUTING LEGAL OR ENVIRONMENTAL CONSULTING, in or under the Premises of any asbestosENGINEERING, polychlorinated biphenyls INVESTIGATING OR INSPECTING ADVICE, AND NEITHER THE BORROWER NOR ANY OF ITS SUBSIDIARIES (PCB’sNOR ANY OTHER RECIPIENT OF SUCH INFORMATION) or the generationSHALL RELY ON SAID INFORMATION AS SUCH. THE RESPONSIBILITY FOR COMPLIANCE WITH ENVIRONMENTAL LAWS RESTS SOLELY WITH THE BORROWER AND ITS SUBSIDIARIES FOR SO LONG AS THE LENDERS HAVE NOT FORECLOSED AND TAKEN TITLE TO, handlingOR POSSESSION AND CONTROL OF THE REALTY, storage or disposal of any hazardous substances or hazardous wastes in violation of the provisions of the preceding paragraph of this Paragraph. This indemnification is an independent covenant and shall survive the termination of this LeaseOR TAKEN OVER CONTROL OF WASTE HANDLING PRACTICES.