Common use of Indemnification of Landlord Clause in Contracts

Indemnification of Landlord. Tenant shall defend, indemnify, pay, save, insure and hold Landlord harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys’ fees and court costs, incurred by Landlord, arising directly or indirectly from or out of: (a) any failure by Tenant to perform any of the terms, provisions, covenants or conditions of this Lease, on Tenant’s part to be performed including but not limited to the payment of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, (b) any accident, injury or damage which shall happen at, in or upon the Leased Property, however occurring; (c) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, of the Leased Property, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; (d) any failure of Tenant to comply with the Legal Requirements; (e) any contamination of the Leased Property, or the groundwaters thereof, during the Term hereof, whether by of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (f) any discharge of toxic or hazardous sewage or waste materials from the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, agents, invitees, customers, licensees or contractors; or (i) subject to the provisions of Section 10.1 hereof, any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENT.

Indemnification of Landlord. Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or naturenature (except as may arise through the negligence or misconduct of Landlord, its successors and assigns, and their respective directors, officers, employees and agents), including reasonable attorneys’ fees and court costs, incurred by Landlord, arising directly or indirectly from or out of: (ai) any failure by Tenant to perform any of the terms, provisions, covenants or conditions of this Lease, Lease on Tenant’s part to be performed including but not limited to the payment of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, performed; (bii) any accident, injury or damage which shall happen at, in or upon the Leased PropertyPremises, however occurring; (ciii) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, person of the Leased PropertyPremises, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, thereat, therein, or therefrom; (div) any failure of Tenant to comply with any laws, ordinances, requirements, orders, directions, rules or regulations of any governmental authority, including, without limitation, the Legal RequirementsAccessibility Laws; (ev) any contamination of the Leased PropertyPremises, or the groundwaters thereof, during arising on or after the Term hereof, whether by of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractorsRental Commencement Date; (fvi) any discharge of toxic or hazardous Hazardous Materials sewage or waste materials from the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising Premises occurring on or after the date Tenant takes possession of the Leased Property, whether by Tenant Rental Commencement Date; or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (hvii) any other act or omission of Tenant or Tenant AffiliateTenant, its employees, agents, invitees, customers, licensees or contractors; or (i) subject to the provisions of Section 10.1 hereof, any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENT.

Indemnification of Landlord. To the fullest extent permitted by the laws of the State of Alabama, neither Landlord nor Agent shall be liable for any death, injury, damage or loss to person or property whatsoever, including any caused by burglary, assault, vandalism, theft or any other crimes: negligence of Tenant shall defendor others; wind, rain, flood, hail, ice, snow, lightening, fire, smoke, explosions, natural disaster or other acts of God; any defects in the heating, gas, electricity, water, or sewer systems serving the Complex; any interruption of heat, electricity, water, sewer, telephone, cable TV, internet or any other utility services serving the Premises or the Complex; the malfunction of machinery or appliances serving the Premises or the Complex; or any other cause which is not the direct result of the fault of Landlord or its Agent; and, to the fullest extent permitted by Prevailing Law, Tenant hereby expressly releases, waives, discharges and agrees not be xxx Landlord, Agent and their respective officers, directors, shareholders, members, managers, agents, employees, representatives, affiliates, nominees, designees, successors and assigns (collectively the “Releasees”) for any and all claims for such death, injury, damage or loss. In addition, to the fullest extent permitted by law, Tenant agrees to indemnify, pay, save, insure defend and hold Landlord harmless the Releasees for, from and against any and all liabilities, obligationsclaims, suits, demands, losses, damages, injunctions, suits, actions, fines, penalties, claimsfees, demandscosts or expenses (including reasonable attorney’s fees, costs and expenses of every kind or natureexpenses) asserted by any person (including Tenant, including reasonable attorneys’ fees Tenant’s guests and court costsinvitees, incurred by Landlordand their respective family members, personal representatives, heirs, agents and assigns) against the Releasees and arising directly or indirectly from or out of: of (a) any failure by Tenant to perform any of the terms, provisions, covenants or conditions of this Lease, on Tenant’s part to be performed including but not limited to the payment of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, (bi) any accident, injury or damage which shall happen at, occurring in and around the Premises or in or upon about the Leased PropertyComplex, however occurringresulting from any reason whatsoever (other than the acts of Landlord or its Agent); (cii) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, of the Leased Property, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; (d) any failure of Tenant to comply with the Legal Requirements; (e) any contamination of the Leased Property, or the groundwaters thereof, during the Term hereof, whether by activities of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees Tenant’s guests or contractors; (f) any discharge of toxic invitees in and around the Premises or hazardous sewage in or waste materials from about the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, agents, invitees, customers, licensees or contractorsCommunity; or (iiii) subject Tenant’s failure to perform any covenant that Tenant is required to perform under this Lease. Furthermore, Tenant expressly acknowledges and agrees that the Complex contains various common areas, such as a clubhouse, swimming pool, tennis courts, fitness and tanning facilities, and other amenities made available by Landlord (the “Amenities”). To the fullest extent permitted by law, for himself or herself and any family members, personal representatives, heirs, agents and assigns, hereby acknowledges, represents, covenants and agree that: (a) the use of the Amenities by Tenant shall be at Tenant’s own risk, and (b) Tenant assumes full responsibility for and risk of bodily injury, death or property damage or loss due to or arising out of, or related to, the Tenant’s use of the Amenities. Tenant also hereby releases, waives, discharges and agrees not to xxx the Releasees for any and all present and future liability to the provisions Tenant and/or the Tenant’s family members, personal representatives, heirs, agent and assigns, for any and all injury, loss, liability, damages or costs, and any and all claims, suits, causes or action or demands therefor, known and unknown, on account of Section 10.1 hereofinjury to person or property or resulting in the death or disability of the Tenant, any exercise by any Person during or arising out of any or related to Tenant’s use of its rights with respect the Amenities and Tenant hereby agrees to indemnify, defend and hold harmless each of the Leased Property pursuant to the Permitted Encumbrances; providedReleasees for, however, Tenant shall not be liable for or be obligated to indemnify Landlord from and against any damages resulting and all injury, loss, liability, damage or cost Tenant may incur during, arising out of or related to the Tenant’s use of the Amenities. The indemnification obligations of Tenant to Landlord under this Section shall not depend upon the existence of fault or negligence but shall apply whether or not Tenant, Tenant’s guests or invitees or any other person be at fault and shall include all legal liabilities arising without fault. Notwithstanding the foregoing, this section does not exculpate or limit the liability or cost of the Landlord or Agent from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTany liability arising under law.

Indemnification of Landlord. In addition to any other indemnification --------------------------- obligations in this Lease, Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys’ ' fees and expenses and court costscosts and actual or consequential damages, incurred by by, imposed upon or asserted against Landlord, its officers, trustees, employees, shareholders, agents or Affiliates, arising directly or indirectly from or out of: (a) any failure breach, violation or nonperformance by Tenant to perform or any person claiming under Tenant, or the employees, agents, contractors, invitees or visitors of Tenant of any of the terms, provisions, representations, warranties, covenants or conditions of this Lease, Lease on Tenant’s 's part to be performed including but not limited to the payment or any law, ordinance or governmental requirement of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, kind; (b) any use, condition, operation or occupancy of the Premises during the Term hereof; (c) any acts, omissions or negligence of Tenant, in, on, or about the Premises during the Term hereof; (d) any accident, injury injury, death or damage to the person, property or business of Tenant, its employees, agents, contractors, invitees, visitors or any other person which shall happen at, in or upon the Leased PropertyPremises, however occurringoccurring during the Term hereof; (ce) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, person of the Leased PropertyPremises, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, thereat, therein, or therefromtherefrom which occurs during the Term hereof; (df) any failure of Tenant to comply with any laws, ordinances, requirements, orders, directions, rules or regulations of any governmental authority, including, without limitation, the Legal RequirementsAccessibility Laws; (eg) any contamination of the Leased PropertyPremises, or the groundwaters ground waters thereof, during arising on or after the Term hereofdate Tenant takes possession of the Premises and occasioned by the use, whether by transportation, storage, spillage or discharge thereon, therein or therefrom of Tenant any toxic or Tenant Affiliatehazardous chemicals, their employeescompounds, agents, invitees, customers, licensees materials or contractorssubstances or any violation of the covenants of Paragraph 18 above; (fh) any discharge of toxic or hazardous sewage or waste materials from the Leased Property Premises into any septic facility or sanitary sewer system serving the Leased Property Premises arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractorsPremises; (gi) reciprocal rights granted any brokers or agents fees and commissions incurred during or with respect to Golf Club members in any club associated with the Leased PropertyTerm hereof; or (hj) any other act or omission of Tenant or Tenant AffiliateTenant, its employees, agents, invitees, customers, licensees or contractors; or (i) subject contractors which occurs during the Term hereof. Tenant's indemnity obligations under this Paragraph 23 and elsewhere in this Lease arising prior to the provisions termination or assignment of Section 10.1 hereof, this Lease shall survive any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for such termination or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTassignment.

Indemnification of Landlord. In addition to any other indemnification obligations in this Lease, Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys’ ' fees and expenses and court costscosts and actual or consequential damages, incurred by by, imposed upon or asserted against Landlord, its officers, trustees, employees, shareholders, agents or Affiliates, arising directly or indirectly from or out of: (a) any failure breach, violation or nonperformance by Tenant to perform or any person claiming under Tenant, or the employees, agents, contractors, invitees or visitors of Tenant of any of the terms, provisions, representations, warranties, covenants or conditions of this Lease, Lease on Tenant’s 's part to be performed including but not limited to the payment or any law, ordinance or governmental requirement of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, kind; (b) any use, condition, operation or occupancy of the Premises; (c) any acts, omissions or negligence of Tenant, in, on, or about the Premises, (d) any accident, injury injury, death or damage to the person, property or business of Tenant, its employees, agents, contractors, invitees, visitors or any other person which shall happen at, in or upon the Leased PropertyPremises, however occurring; (ce) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, person of the Leased PropertyPremises, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, thereat, therein, or therefrom; (df) any failure of Tenant to comply with any laws, ordinances, requirements, orders, directions, rules or regulations of any governmental authority, including, without limitation, the Legal RequirementsAccessibility Laws; (eg) any contamination of the Leased PropertyPremises, or the groundwaters ground waters thereof, during arising on or after the Term hereofdate Tenant takes possession of the Premises and occasioned by the use, whether by transportation, storage, spillage or discharge thereon, therein or therefrom of Tenant any toxic or Tenant Affiliatehazardous chemicals, their employeescompounds, agents, invitees, customers, licensees materials or contractorssubstances or any violation of the covenants of PARAGRAPH 18 above; (fh) any discharge of toxic or hazardous sewage or waste materials from the Leased Property Premises into any septic facility or sanitary sewer system serving the Leased Property Premises arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractorsPremises; (gi) reciprocal rights granted to Golf Club members in any club associated with the Leased Propertybrokers or agents fees and commissions; or (hj) any other act or omission of Tenant or Tenant AffiliateTenant, its employees, agents, invitees, customers, licensees or contractors; or (i) subject . Tenant's indemnity obligations under this PARAGRAPH 23 and elsewhere in this Lease arising prior to the provisions termination or assignment of Section 10.1 hereof, this Lease shall survive any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for such termination or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTassignment.

Indemnification of Landlord. In amplification of Article XVII and not in limitation thereof, Tenant shall defend, indemnify, pay, save, insure defend and hold Landlord harmless Landlord, Landlord's agents, contractors and employees, the Premises, the Building and the Project from and against (i) any and all liabilitiesliability, obligationspenalties, losses, damages, injunctions, suits, actions, fines, penalties, claimscosts and expenses, demands, costs and expenses causes of every kind action, claims or naturejudgments arising from any injury to any person or persons (including death) or any damage to any property as a result of the use, including reasonable attorneys’ fees and court costsmaintenance, incurred by Landlordoccupation or operation of the Premises, arising directly the Building or indirectly from or out of: (a) any failure the Project by Tenant or Tenant's Agents or resulting from any breach or default in the performance of any obligation to perform any of be performed by Tenant under the terms, provisions, covenants or conditions terms of this Lease, on or arising from any act, neglect, fault or omission of Tenant or any of Tenant’s part to be performed including but not limited to 's Agents, and (ii) all reasonable legal fees, expert fees or other professional fees and court charges incurred in connection with any of such matters and the payment defense of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, (b) any accident, injury or damage which shall happen at, in or upon the Leased Property, however occurring; (c) any matter or thing growing action arising out of the conditionsame or in discharging the Premises, occupation, maintenance, alteration, repair, use the Building or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, of the Leased PropertyProject, or any part thereof, from any and all liens, charges or the operation judgments which may accrue or be placed thereon by reason of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; (d) any failure of Tenant to comply with the Legal Requirements; (e) any contamination of the Leased Property, or the groundwaters thereof, during the Term hereof, whether by of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (f) any discharge of toxic or hazardous sewage or waste materials from the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, agents, invitees, customers, licensees or contractors; or (i) subject to the provisions of Section 10.1 hereof, any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted EncumbrancesTenant's Agents; provided, however, that Tenant shall not be liable for or be obligated required to indemnify Landlord from and against for any damages resulting from Landlord’s damage or injury of any kind arising as a result of the gross negligence or willful misconductmisconduct of Landlord. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCEIn no event shall Landlord nor any partner, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTdirector, officer, agent or employee of Landlord be liable for damages arising out of any loss of the use of the Premises or any equipment or facilities therein by Tenant or any persons claiming through or under Tenant; nor shall Landlord or any partner, director, officer, employee or agent of Landlord be liable for (i) any damage to property entrusted to employees or security officers of the Building or the Project, (ii) loss or damage to any property by theft, (iii) any injury or damage to persons or property, resulting from fire, explosion, electricity, water or rain which may leak from any part of the Building, the Common Areas or the Project or from the pipes, appliances or plumbing work therein or from the root, street or subsurface or from any other place or resulting from dampness or any other cause, or (iv) any interference with light or other incorporeal hereditaments.

Indemnification of Landlord. In addition to any other indemnification obligations in this Lease, Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys’ ' fees and expenses and court costscosts and actual or consequential damages, incurred by by, imposed upon or asserted against Landlord, its officers, trustees, employees, shareholders, agents or Affiliates, arising directly or indirectly from or out of: (a) any failure breach, violation or nonperformance by Tenant to perform or any person claiming under Tenant, or the employees, agents, contractors, invitees or visitors of Tenant of any of the terms, provisions, representations, warranties, covenants or conditions of this Lease, Lease on Tenant’s 's part to be performed including but not limited to the payment or any law, ordinance or governmental requirement of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, kind; (b) any use, condition, operation or occupancy of the Premises during the Term hereof; (c) any acts, omissions or negligence of Tenant, in, on, or about the Premises during the Term hereof; (d) any accident, injury injury, death or damage to the person, property or business of Tenant, its employees, agents, contractors, invitees, visitors or any other person which shall happen at, in or upon the Leased PropertyPremises, however occurringoccurring during the Term hereof; (ce) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, person of the Leased PropertyPremises, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, thereat, therein, or therefromtherefrom which occurs during the Term hereof; (df) any failure of Tenant to comply with any laws, ordinances, requirements, orders, directions, rules or regulations of any governmental authority, including, without limitation, the Legal RequirementsAccessibility Laws; (eg) any contamination of the Leased PropertyPremises, or the groundwaters ground waters thereof, during arising on or after the Term hereofdate Tenant takes possession of the Premises and occasioned by the use, whether by transportation, storage, spillage or discharge thereon, therein or therefrom of Tenant any toxic or Tenant Affiliatehazardous chemicals, their employeescompounds, agents, invitees, customers, licensees materials or contractorssubstances or any violation of the covenants of Paragraph 18 above; (fh) any discharge of toxic or hazardous sewage or waste materials from the Leased Property Premises into any septic facility or sanitary sewer system serving the Leased Property Premises arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractorsPremises; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, agents, invitees, customers, licensees or contractors; or (i) subject to the provisions of Section 10.1 hereof, any exercise by any Person of any of its rights brokers or agents fees and commissions incurred during or with respect to the Leased Property pursuant to the Permitted EncumbrancesTerm hereof; provided, however, Tenant shall not be liable for or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENT.or

Indemnification of Landlord. Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys’ ' fees and court costs(but not against any of the same to the extent that a negligent or willful act or omission of Landlord, incurred by Landlordits agents, contractors or employees gave rise thereto), arising directly or indirectly from or our out of: of (a) any failure by Tenant to perform any of the terms, provisions, covenants or conditions of this Lease, Lease on Tenant’s 's part to be performed including but not limited including, without limitations, the failure to comply with the payment of any fee, cost or expense rules and regulations for which Tenant is obligated to pay and discharge hereunder, provisions are made in Article XV; (b) any accident, injury injury, or damage which shall happen at, in or upon the Leased PropertyPremises, however occurring; (c) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any personperson of the Premises, including Tenant or a Tenant Affiliatethe operation of the business conducted therefrom; (d) any failure of Tenant, their and/or its employees, agents, invitees, customers, licensees licensees, or contractors, of the Leased Property, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; (d) any failure of Tenant to comply with the Legal Requirementsany laws, ordinances, requirements, orders, directions, rules or regulations of any governmental authority; (e) any contamination of the Leased Property, Premises or the groundwaters thereofOffice Complex occasioned by the use, during the Term hereoftransportation, storage, spillage or discharge thereon, therein or therefrom of any toxic or hazardous chemicals, compounds, materials or substances, whether by of Tenant or Tenant Affiliate, their by its employees, agents, invitees, customers, licensees or contractors; (f) any use, generation, manufacture, storage, or release of any Hazardous Materials in or about the Premises, the Office Complex or the Land, or the groundwater thereof, or any discharge of toxic or hazardous sewage or waste materials from the Leased Property Premises into any septic facility or sanitary sewer system serving the Leased Property arising on Premises or after the date Tenant takes possession of the Leased PropertyOffice Complex, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant AffiliateTenant, its employees, agents, invitees, customers, licensees or contractors; and (g) any other act or (i) subject to the provisions omission of Section 10.1 hereofTenant, any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; providedemployees, howeveragents, Tenant shall not be liable for invitees, customers, licensees, or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTcontractors.

Indemnification of Landlord. Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord (together with its successor, Affiliates, assigns, employees, agents, invitees, licensees, and contractors) harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or naturenature (except as may arise through the gross negligence, willful misconduct or material misrepresentation of Landlord or any of its successor, Affiliates, assigns, employees, agents, invitees, licensees, and contractors), including reasonable attorneys’ fees and court costs, incurred by Landlord, arising directly or indirectly from or out of: (a) any failure by Tenant to perform any of the terms, provisions, covenants or conditions of this Lease, on Tenant’s part to be performed including but not limited to the payment of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, (bi) any accident, injury or damage which shall happen at, in or upon the Leased PropertyPremises, however occurring; (cii) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, Person of the Leased PropertyPremises, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, thereat, therein, or therefrom; (diii) any failure of Tenant to comply with any laws, ordinances, requirements, orders, directions, rules or regulations of any governmental authority, including, without limitation, the Legal RequirementsAccessibility Laws; (e) any contamination of the Leased Property, or the groundwaters thereof, during the Term hereof, whether by of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (fiv) any discharge of toxic or hazardous Hazardous Materials, sewage or waste materials from the Leased Property into any septic facility Premises occurring prior to the Effective Date or sanitary sewer system serving during the Leased Property arising on Term; or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (hv) any other act or omission of Tenant or Tenant AffiliateTenant, its employees, agents, invitees, licensees, contractors or customers, licensees or contractors; or (i) subject . Tenant’s indemnity obligations under this Article XVII and elsewhere in this Lease arising prior to the provisions expiration or earlier termination of Section 10.1 hereof, this Lease shall survive any exercise by any Person such expiration or termination of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTthis Lease.

Indemnification of Landlord. In addition to any other indemnification obligations in this Lease, Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys’ ' fees and expenses and court costscosts and actual or consequential damages, incurred by by, imposed upon or asserted against Landlord, its officers, trustees, employees, shareholders, agents or Affiliates, arising directly or indirectly from or out of: (a) any failure breach, violation or nonperformance by Tenant to perform or any person claiming under Tenant, or the employees, agents, contractors, invitees or visitors of Tenant of any of the terms, provisions, representations, warranties, covenants or conditions of this Lease, Lease on Tenant’s 's part to be performed including but not limited to the payment or any law, ordinance or governmental requirement of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, kind; (b) any use, condition, operation or occupancy of the Premises during the Term hereof; (c) any acts, omissions or negligence of Tenant, in, on, or about the Premises during the Term hereof; (d) any accident, injury injury, death or damage to the person, property or business of Tenant, its employees, agents, contractors, invitees, visitors or any other person which shall happen at, in or upon the Leased PropertyPremises, however occurringoccurring during the Term hereof; (ce) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, person of the Leased PropertyPremises, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, thereat, therein, or therefromtherefrom which occurs during the Term hereof; (df) any failure of Tenant to comply with any laws, ordinances, requirements, orders, directions, rules or regulations of any governmental authority, including, without limitation, the Legal RequirementsAccessibility Laws; (eg) any contamination of the Leased PropertyPremises, or the groundwaters ground waters thereof, during arising on or after the Term hereofdate Tenant takes possession of the Premises and occasioned by the use, whether by transportation, storage, spillage or discharge thereon, therein or therefrom of Tenant any toxic or Tenant Affiliatehazardous chemicals, their employeescompounds, agents, invitees, customers, licensees materials or contractorssubstances or any violation of the covenants of PARAGRAPH 18 above; (fh) any discharge of toxic or hazardous sewage or waste materials from the Leased Property Premises into any septic facility or sanitary sewer system serving the Leased Property Premises arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractorsPremises; (gi) reciprocal rights granted any brokers or agents fees and commissions incurred during or with respect to Golf Club members in any club associated with the Leased PropertyTerm hereof; or (hj) any other act or omission of Tenant or Tenant AffiliateTenant, its employees, agents, invitees, customers, licensees or contractors; or (i) subject contractors which occurs during the Term hereof. Tenant's indemnity obligations under this PARAGRAPH 23 and elsewhere in this Lease arising prior to the provisions termination or assignment of Section 10.1 hereof, this Lease shall survive any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for such termination or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTassignment.

Indemnification of Landlord. In addition to any other indemnification obligations in this Lease, Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys’ fees and expenses and court costscosts and actual or consequential damages, incurred by by, imposed upon or asserted against Landlord, its officers, trustees, employees, shareholder, agents or Affiliates, arising directly or indirectly from or out of: (a) any failure breach, violation or nonperformance by Tenant to perform or any person claiming under Tenant, or the employees, agents, contractors, invitees or visitors of Tenant of any of the terms, provisions, representations, warranties, covenants or conditions of this Lease, Lease on Tenant’s part to be performed including but not limited to the payment or any law, ordinance or governmental requirement of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, kind; (b) any use, condition, operation or occupancy of the Premises during the Term hereof; (c) any acts, omissions or negligence of Tenant, in, on, or about the Premises during the Term hereof; (d) any accident, injury injury, death or damage to the person, property or business of Tenant, its employees, agents, contractors, invitees, visitors or any other person which shall happen at, in or upon the Leased PropertyPremises, however occurringoccurring during the Term hereof; (ce) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, person of the Leased PropertyPremises, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, thereat, therein, or therefromtherefrom which occurs during the Term hereof; (df) any failure of Tenant to comply with any laws, ordinances, requirements, orders, directions, rules or regulations of any governmental authority, including, without limitation, the Legal RequirementsAccessibility Laws; (eg) any contamination of the Leased PropertyPremises, or the groundwaters ground waters thereof, during arising on or after the Term hereofdate Tenant takes possession of the Premises and occasioned by the use, whether by transportation, storage, spillage or discharge thereon, therein or therefrom of Tenant any toxic or Tenant Affiliatehazardous chemicals, their employeescompounds, agents, invitees, customers, licensees materials or contractorssubstances or any violation of the covenants of Paragraph 18 above; (fh) any discharge of toxic or hazardous sewage or waste materials from the Leased Property Premises into any septic facility or sanitary sewer system serving the Leased Property Premises arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractorsPremises; (gi) reciprocal rights granted any brokers or agents fees and commissions incurred during or with respect to Golf Club members in any club associated with the Leased PropertyTerm hereof; or (hj) any other act or omission of Tenant or Tenant AffiliateTenant, its employees, agents, invitees, customers, licensees or contractors; contractors which occurs during the Term hereof. Tenant’s indemnity obligations under this Paragraph 23 and elsewhere in this Lease accruing or (i) subject arising prior to the provisions termination or assignment of Section 10.1 hereof, this Lease shall survive any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for such termination or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTassignment.

Indemnification of Landlord. Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord harmless from and against and reimburse Landlord for, any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys’ ' fees and court costs, incurred by Landlord, arising directly or indirectly from or out of: (a) any failure by Tenant to perform any of the terms, provisions, covenants or conditions of this Lease, Lease on Tenant’s 's part to be performed including but not limited to the payment of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, performed; (b) any accident, injury or damage which shall happen at, in or upon the Leased Property, however occurringoccurring during the term of this Lease or any extension hereof; (c) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, person of the Leased Property, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, thereat, therein, or therefrom; (d) any failure of Tenant to comply with any laws, ordinances, requirements, orders, directions, rules or regulations of any governmental authority, including, without limitation, the Legal RequirementsAccessibility Laws; (e) any contamination of the Leased Property, or the groundwaters thereof, during occurring after Tenant takes possession of the Term hereofLeased Property and before the end of the term of this Lease and its extensions, and occasioned by the use, transportation, storage, spillage or discharge thereon, therein or therefrom of any toxic or hazardous chemicals, compounds, materials or substances, whether by of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees by any agent or contractorsinvitee of Tenant; (f) any discharge of toxic or hazardous sewage or waste materials from the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising on or occurring after the date Tenant takes possession of the Leased PropertyProperty and before the end of the term of this Lease and its extensions, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees by any agent of Tenant; or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant AffiliateTenant, its employees, agents, invitees, customers, licensees or contractors; or (i) subject . Tenant's indemnity obligations under this Article and elsewhere in this Lease arising prior to the provisions termination, expiration or assignment of Section 10.1 hereofthis Lease shall survive any such termination, any exercise by any Person of any of its rights with respect expiration or assignment (except to the Leased Property pursuant to the Permitted Encumbrances; providedextent that any such obligations arise out of acts occurring following any such termination, however, Tenant shall not be liable for expiration or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTassignment hereof.

Indemnification of Landlord. In amplification of Article XVII and not in limitation thereof, Tenant shall defend, indemnify, pay, save, insure defend and hold Landlord harmless Landlord, Landlord's agents, contractors and employees, the Premises, the Building and the Project from and against (i) any and all liabilitiesliability, obligationspenalties, losses, damages, injunctions, suits, actions, fines, penalties, claimscosts and expenses, demands, costs and expenses causes of every kind action, claims or naturejudgments arising from any injury to any person or persons (including death) or any damage to any property as a result of the use, including reasonable attorneys’ fees and court costsmaintenance, incurred by Landlordoccupation or operation of the Premises, arising directly the Building or indirectly from or out of: (a) any failure the Project by Tenant or Tenant's Agents or resulting from any breach or default in the performance of any obligation to perform any of be performed by Tenant under the terms, provisions, covenants or conditions terms of this Lease, on or arising from any act, neglect, fault or omission of Tenant or any of Tenant’s part to be performed including but not limited to 's Agents, and (ii) all legal fees, expert fees or other professional fees and court charges incurred in connection with any of such matters and the payment defense of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, (b) any accident, injury or damage which shall happen at, in or upon the Leased Property, however occurring; (c) any matter or thing growing action arising out of the conditionsame or in discharging the Premises, occupation, maintenance, alteration, repair, use the Building or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, of the Leased PropertyProject, or any part thereof, from any and all liens, charges or the operation judgments which may accrue or be placed thereon by reason of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; (d) any failure of Tenant to comply with the Legal Requirements; (e) any contamination of the Leased Property, or the groundwaters thereof, during the Term hereof, whether by of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (f) any discharge of toxic or hazardous sewage or waste materials from the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, agents, invitees, customers, licensees or contractors; or (i) subject to the provisions of Section 10.1 hereof, any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted EncumbrancesTenant's Agents; provided, however, that Tenant shall not be liable for or be obligated required to indemnify Landlord from and against for any damages resulting from Landlord’s gross damage or injury of any kind to the extent arising as a result of the negligence or willful misconductmisconduct of Landlord and/or its agents, contractors or employees or resulting from any breach or default in the performance of any obligation to be performed by Landlord under the terms of this Lease. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCEIn no event shall Landlord nor any partner, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTdirector, officer, agent or employee of Landlord be liable to Tenant for any personal injury or death or property damage caused by other lessees or persons in or about the Premises, the Building or the Project, or caused by public or quasi-public work, or for consequential damages arising out of any loss of the use of the Premises or any equipment or facilities therein by Tenant or any persons claiming through or under Tenant; nor shall Landlord or any partner, director, officer, employee or agent of Landlord be liable for (i) any damage to property entrusted to employees or security officers of the Building or the Project, (ii) loss or damage to any property by theft, (iii) any injury or damage to persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water or rain which may leak from any part of the Building, the Common Areas or the Project or from the pipes, appliances or plumbing work therein or from the roof, street or subsurface or from any other place or resulting from dampness or any other cause, or (iv) any interference with light or other incorporeal hereditaments.

Indemnification of Landlord. Tenant To the extent not prohibited by applicable law, Tenant, at its sole cost and expense, shall defend, indemnifyindemnify and save harmless Landlord, payits members, saveofficers, insure employees, agents, successors and hold Landlord harmless assigns (collectively, the “Indemnified Parties”) against and from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs liability and expenses of every kind or nature, including reasonable attorneys’ fees and court costs, incurred by Landlord, arising directly or indirectly from or out of: (a) any failure and all claims, causes of action, suits by or on behalf of any Person arising out of (i) occupancy of the Premises by Tenant, the conduct of any operations of Tenant on the Premises or elsewhere on the Airport, or the exercise by Tenant to perform any of the terms, provisions, covenants or conditions of its rights under this Lease, or (ii) the acquisition, installation, construction, reconstruction, improvement, equipping, furnishing, use, occupancy, conduct of any work or anything whatsoever done or omitted to be done in or about the Premises by or on behalf of Tenant, or (iii) the condition of the Premises during the Term; or (iv) any breach or default by Tenant of any of its obligations under this Lease, or (v) any act, omission or negligence of Tenant or any of its agents, contractors, servants, employees, invitees or licensees, or (vi) the failure of Tenant or Tenant’s part contractors, licensees, agents, servants or employees to be performed including but not limited comply with any rule, order, regulation or lawful direction now or hereafter in force of any governmental agency or public authority, in each case to the payment of extent the same are related, directly or indirectly, to the Premises or Tenant’s use thereof; or (vii) directly or indirectly, from any feeaccident, cost injury or expense which Tenant is obligated damage, however caused, to pay and discharge hereunderany Person or property on or about the Premises, or (bviii) any accident, injury or damage which shall happen atto any Person or property occurring outside of the Premises but at the Airport, where such accident, injury or damage results, or is claimed to have resulted from, any act, omission or negligence on the part of Tenant, or Tenant’s contractors, licensees, agents, servants or employees, invitees or customers, or anyone claiming by, through or under Tenant; or (ix) any act, omission or negligence of Tenant, or Tenant’s contractors, licensees, agents, servants, invitees or employees; (b) any and all losses, costs, reasonable counsel fees, investigation costs, adjusting fees or any other expenses or liabilities incurred in connection with any such claim or upon the Leased Property, however occurringany action or proceeding brought thereon (including without limitation costs and fees of any experts in connection therewith); and (c) any matter or thing growing out Costs of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, of the Leased Property, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; Collection (d) any failure of Tenant to comply with the Legal Requirements; (e) any contamination of the Leased Property, or the groundwaters thereof, during the Term hereof, whether by of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (f) any discharge of toxic or hazardous sewage or waste materials from the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, agents, invitees, customers, licensees or contractors; or (i) subject to the provisions of Section 10.1 hereof, any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrancesas hereinafter defined); provided, however, that Tenant shall not be liable for or be obligated required to indemnify Landlord from and against any damages Indemnified Party otherwise to be indemnified under this Section 7.4 for any liabilities or expenses incurred by such Indemnified Party to the extent such liabilities or expenses are caused by or resulting from Landlord’s gross the negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTmisconduct of an Indemnified Party.

Indemnification of Landlord. Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys’ ' fees and court costs, incurred by Landlord(but not against any of the same to the extent that a willful act or omission of Landlord gave rise thereto), arising directly or indirectly from or out of: of (a) any failure by Tenant to perform any of the terms, provisions, covenants or conditions of this Lease, Lease on Tenant’s 's part to be performed including but not limited including, without limitation, the failure to comply with the payment of any fee, cost or expense rules and regulations for which Tenant is obligated to pay and discharge hereunder, provisions are made in Article XV; (b) any accident, injury injury, or damage which shall happen at, in or upon the Leased PropertyPremises, however occurring; (c) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by Tenant (or its employees, agents, invitees, customers or contractors) of the Premises, or the operation of the business conducted therefrom; (d) any personfailure of Tenant, including Tenant or a Tenant Affiliate, their and/or its employees, agents, invitees, customers, licensees licensees, or contractors, of the Leased Property, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; (d) any failure of Tenant to comply with the Legal Requirementsany laws, ordinances, requirements, orders, directions, rules or regulations or any governmental authority; (e) any contamination of the Leased Property, Premises or the groundwaters thereofOffice Complex occasioned by the use, during the Term hereoftransportation, whether storage, spillage or discharge thereon, therein or therefrom of any toxic or hazardous chemicals, compounds, materials or substances, by of Tenant or Tenant Affiliate, their its employees, agents, invitees, customers, licensees or contractors; (f) any use, generation, manufacture, storage, or release of any Hazardous Materials in or about the Premises, the Office Complex or the Land, or the groundwater thereof, or any discharge of toxic or hazardous sewage or waste materials from the Leased Property Premises into any septic facility or sanitary sewer system serving the Leased Property arising on premises or after the date Tenant takes possession of the Leased PropertyOffice Complex, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant AffiliateTenant, its employees, agents, invitees, customers, licensees or contractors; and (g) any other wrongful act or (i) subject gross neglect of Tenant, its employees, agents, invitees, customers, licensees, or contractors. Tenant's indemnity obligation under this Section and elsewhere in this Lease arising prior to the provisions termination of Section 10.1 hereofthis Lease shall survive any such termination. The Landlord shall defend, any exercise by any Person of any of its rights with respect to indemnify and save and hold the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for or be obligated to indemnify Landlord harmless from and against any damages resulting and all liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys' fees (but not against any of the same to the extent that a willful act or omission of Tenant gave rise thereto) arising directly or indirectly from the Landlord’s 's wrongful acts or gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTneglect.

Indemnification of Landlord. Landlord shall not at any time be liable for any injury or death to persons including (but not limited to) customers and employees of Tenant, or loss, destruction or damage to property caused by water, rain, snow, frost, fire, storm, and accidents, occurring in, on, or about the Leased Premises, whether such shall be caused by or arise out of any act, omission, or negligence of Tenant or of any occupant, subtenant, visitor or user of any portion of the Leased Premises unless such injury or death is caused by the gross negligence or intentional misconduct of Landlord or its employees or agents. Landlord shall defendnot be liable for any breakage, stoppage or leakage of water, gas, heating, sewer pipes or plumbing, on, about, or adjacent to said Premises, unless such damage is caused by the gross negligence or intentional misconduct of Landlord or its employees or agents. Tenant shall, and does hereby, indemnify, payprotect, save, insure defend and hold Landlord harmless Landlord, Landlord’s members, managers, agents and employees against and from and against any and all claims, damages, liabilities, obligations, losses, damages, injunctions, suits, actions, fines, penalties, claims, demandscauses of action, costs and expenses of every kind or nature(including, including reasonable but not limited to, attorneys’ fees and court costs, ) suffered or incurred by Landlord, any or all of the indemnified parties and arising directly or indirectly from or out as a result of: , (a) any failure by Tenant to perform any Tenant’s use or occupancy of the termsLeased Premises, provisionsor from the conduct of its business, covenants or conditions from any activity, work, or other things done, permitted or suffered by the Tenant in or about the Premises; (b) any breach or default in the performance of this Lease, any obligation on Tenant’s part to be performed including but not limited to under the payment terms of this Lease; or (c) any feeact or negligence of Tenant, cost or expense which Tenant is obligated to pay any officer, agent, employee, contractor, guest, or invitee of Tenant, and discharge hereunderin case any action or proceeding be brought against any or all of the indemnified parties by reason of (a), (b) any accident, injury or damage which shall happen at, in or upon the Leased Property, however occurring; (c) any matter or thing growing out above, then Tenant, upon notice from an indemnified party, shall defend the same at Tenant’s expense by counsel reasonably satisfactory to Landlord. Tenant, as a material part of the conditionconsideration to Landlord, occupationhereby assumes all risk of damage to property or injury to persons in, maintenanceupon or about the Premises and the Building, alteration, repair, use from any cause other than Landlord’s or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, of the Leased Property, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; (d) any failure of Tenant to comply with the Legal Requirements; (e) any contamination of the Leased Property, or the groundwaters thereof, during the Term hereof, whether by of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (f) any discharge of toxic or hazardous sewage or waste materials from the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, ’ or agents, invitees, customers, licensees or contractors; or (i) subject to the provisions of Section 10.1 hereof, any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s ’ gross negligence or willful intentional misconduct, and Tenant hereby waives all other claims in respect thereof against Landlord. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTTenant shall give prompt notice to Landlord in case of casualty or accidents in or about the Premises or the Building.

Indemnification of Landlord. To the fullest extent permitted by the laws of the State of Alabama, neither Landlord nor Agent shall be liable for any death, injury, damage or loss to person or property whatsoever, including any caused by burglary, assault, vandalism, theft or any other crimes: negligence of Tenant shall defendor others; wind, rain, flood, hail, ice, snow, lightening, fire, smoke, explosions, natural disaster or other acts of God; any defects in the heating, gas, electricity, water, or sewer systems serving the Complex; any interruption of heat, electricity, water, sewer, telephone, cable TV, internet or any other utility services serving the Premises or the Complex; the malfunction of machinery or appliances serving the Premises or the Complex; or any other cause which is not the direct result of the fault of Landlord or its Agent; and, to the fullest extent permitted by Prevailing Law, Tenant hereby expressly releases, waives, discharges and agrees not be sue Landlord, Agent and their respective officers, directors, shareholders, members, managers, agents, employees, representatives, affiliates, nominees, designees, successors and assigns (collectively the “Releasees”) for any and all claims for such death, injury, damage or loss. In addition, to the fullest extent permitted by law, Xxxxxx agrees to indemnify, pay, save, insure defend and hold Landlord harmless the Releasees for, from and against any and all liabilities, obligationsclaims, suits, demands, losses, damages, injunctions, suits, actions, fines, penalties, claimsfees, demandscosts or expenses (including reasonable attorney’s fees, costs and expenses of every kind or natureexpenses) asserted by any person (including Xxxxxx, including reasonable attorneys’ fees Xxxxxx’s guests and court costsinvitees, incurred by Landlordand their respective family members, personal representatives, heirs, agents and assigns) against the Releasees and arising directly or indirectly from or out of: of (a) any failure by Tenant to perform any of the terms, provisions, covenants or conditions of this Lease, on Tenant’s part to be performed including but not limited to the payment of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, (bi) any accident, injury or damage which shall happen at, occurring in and around the Premises or in or upon about the Leased PropertyComplex, however occurringresulting from any reason whatsoever (other than the acts of Landlord or its Agent); (cii) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, of the Leased Property, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; (d) any failure of Tenant to comply with the Legal Requirements; (e) any contamination of the Leased Property, or the groundwaters thereof, during the Term hereof, whether by activities of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees Tenant’s guests or contractors; (f) any discharge of toxic invitees in and around the Premises or hazardous sewage in or waste materials from about the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, agents, invitees, customers, licensees or contractorsCommunity; or (iiii) subject Tenant’s failure to perform any covenant that Tenant is required to perform under this Lease. Furthermore, Tenant expressly acknowledges and agrees that the Complex contains various common areas, such as a clubhouse, swimming pool, tennis courts, fitness and tanning facilities, and other amenities made available by Landlord (the “Amenities”). To the fullest extent permitted by law, for himself or herself and any family members, personal representatives, heirs, agents and assigns, hereby acknowledges, represents, covenants and agree that: (a) the use of the Amenities by Tenant shall be at Tenant’s own risk, and (b) Tenant assumes full responsibility for and risk of bodily injury, death or property damage or loss due to or arising out of, or related to, the Tenant’s use of the Amenities. Tenant also hereby releases, waives, discharges and agrees not to sue the Releasees for any and all present and future liability to the provisions Tenant and/or the Tenant’s family members, personal representatives, heirs, agent and assigns, for any and all injury, loss, liability, damages or costs, and any and all claims, suits, causes or action or demands therefor, known and unknown, on account of Section 10.1 hereofinjury to person or property or resulting in the death or disability of the Tenant, any exercise by any Person during or arising out of any or related to Xxxxxx’s use of its rights with respect the Amenities and Tenant hereby agrees to indemnify, defend and hold harmless each of the Leased Property pursuant to the Permitted Encumbrances; providedReleasees for, however, Tenant shall not be liable for or be obligated to indemnify Landlord from and against any damages resulting and all injury, loss, liability, damage or cost Tenant may incur during, arising out of or related to the Tenant’s use of the Amenities. The indemnification obligations of Tenant to Landlord under this Section shall not depend upon the existence of fault or negligence but shall apply whether or not Tenant, Tenant’s guests or invitees or any other person be at fault and shall include all legal liabilities arising without fault. Notwithstanding the foregoing, this section does not exculpate or limit the liability or cost of the Landlord or Agent from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTany liability arising under law.

Indemnification of Landlord. Tenant shall defendwill protect, indemnifyindemnify and save harmless Landlord, payLandlord's lender (if any), saveand their respective members, insure managers, officers, directors, shareholders, partners, employees, agents, servants, representatives, affiliates, subsidiaries, participants, successors and hold assigns (individually, a "Landlord harmless Indemnified Party" and, collectively, the "Landlord Indemnified Parties") from and against any and all claims, liabilities, obligations, losses, damages, injunctions, suitspenalties, actions, fines, penalties, claims, demandscauses of action, costs and expenses of every kind or natureexpenses; including, including without limitation, reasonable attorneys’ ' fees and court costsexpenses (collectively, "Claims") imposed upon or incurred by Landlord, arising directly or indirectly from asserted against any Landlord Indemnified Party by reason of the occurrence or out of: (a) any failure by Tenant to perform existence of any of the terms, provisions, covenants following during the Lease Term or conditions of this Lease, on Tenant’s part to be performed including but not limited to the payment of any fee, cost or expense which thereafter (while Tenant is obligated to pay and discharge hereunder, in possession of the Premises): (ba) any accident, injury to or death of persons or loss of or damage which shall happen at, in to property occurring on or upon about the Leased Property, however occurring; (c) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, of the Leased PropertyPremises, or any part thereof, or occurring on or about the operation adjoining sidewalks, curbs, loading docks, stairs, vaults and vault space, if any, streets or ways as a result of or in connection with Tenant's use or occupancy of the business contemplated by this Lease to be conducted thereonPremises; (b) any occupancy, thereinuse, nonuse or condition of the Premises, or therefromany part thereof, or any use, nonuse or condition of the adjoining sidewalks, curbs, vaults and vault space, if any, streets or ways resulting from Tenant's use or occupancy of the Premises; (c) any failure on the part of Tenant to perform or comply with any of the terms of this Lease; (d) any failure negligence or willful misconduct of Tenant to comply with the Legal RequirementsTenant; (e) performance of any contamination labor or services or the furnishing of any materials or other property by Tenant or its contractors in respect of the Leased Property, Premises or the groundwaters any part thereof, during the Term hereof, whether by of Tenant ; or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (f) any discharge of toxic or hazardous sewage or waste materials from Tenant Delay. Tenant shall defend the Leased Property into Landlord Indemnified Parties against any septic facility or sanitary sewer system serving the Leased Property arising on or after the date Tenant takes possession of the Leased Propertysuch Claims at Tenant's expense with counsel reasonably acceptable to Landlord or, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, agents, invitees, customers, licensees or contractors; or (i) subject to the provisions of Section 10.1 hereof, any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, howeverat Landlord's election, Tenant shall not be liable reimburse the Landlord Indemnified Parties for any legal fees or be obligated costs incurred by the Landlord Indemnified Parties in connection with any such Claim. As a material part of the consideration to indemnify Landlord Landlord, Tenant assumes all risk of damage to property or injury to persons in or about the Premises arising from any cause and Tenant hereby waives all claims in respect thereof against Landlord, except for any damages resulting from claim arising out of Landlord’s 's gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCEThe furnishing of insurance required hereunder shall not be deemed to limit Tenant's obligations under this Section 5.05. It is expressly agreed that this indemnity is intended to indemnify the Landlord Indemnified Parties against the consequences of their own negligence or fault, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTeven when such Landlord Indemnified Party is jointly, comparatively, contributively, or concurrently negligent with Tenant, and even though any such claim, cause of action or suit is based upon or alleged to be based upon the strict liability of a Landlord Indemnified Party; however, such indemnity shall not apply to the sole or gross negligence or willful misconduct of a Landlord Indemnified Party (provided, further, however that the term "gross negligence" shall not include gross negligence imputed as a matter of law to any of the Landlord Indemnified Parties solely by reason of Landlord's interest in the Property or Landlord's failure to act in respect of matters which are or were the obligation of Tenant under this Lease).

Indemnification of Landlord. Except for Landlord's negligence, Tenant shall defend, indemnify, pay, save, insure will indemnify and defend and hold harmless Landlord harmless and its beneficiaries, agents, representatives, and employees from and against any and all liabilitiesclaims, obligations, lossesactions, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs liability and expenses of every kind or natureexpense with respect to injury to persons, including reasonable attorneys’ fees loss of life and court costs, incurred by Landlord, damage to property including the loss of use thereof arising directly or indirectly from or out of: (a) of any failure occurrence in, upon, or at the Premises or the Building, or the occupancy or use by Tenant to perform any of the terms, provisions, covenants or conditions of this Lease, on Tenant’s part to be performed including but not limited to the payment of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, (b) any accident, injury or damage which shall happen at, in or upon the Leased Property, however occurring; (c) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, of the Leased Property, Premises or any part thereof, or the operation Building or any part thereof, occasioned wholly or in part by any act or omission of the business contemplated Tenant, their agents, contractors, employees, invitees and servants, provided, however, that same shall not have been caused by this Lease to be conducted thereonor resulted from Landlord's acts, thereinagents and employees, or therefrom; (d) negligence. In the event Landlord is made party to any failure litigation commenced by or against Tenant, then Tenant shall indemnify, defend and hold Landlord or their agents, successors, representatives, and employees harmless therefrom and shall pay all costs, expenses and reasonable attorney's fees incurred or paid by them or any of Tenant to comply them in connection with the Legal Requirements; (e) any contamination of the Leased Propertysuch litigation, other than same resulting from Landlord's acts or negligence, or the groundwaters thereof, during the Term hereof, whether by acts or negligence of Tenant or Tenant Affiliate, their Landlord's employees, agents, inviteescontractors, customersinvitees and servants. Except for Tenant's negligence, licensees Landlord will indemnify and defend and hold harmless Tenant and its beneficiaries, agents, representatives, and employees from and against any and all claims, actions, damages, liability and expense with respect to injury to persons, including loss of life and damage to property including the loss of use thereof arising from or contractors; (f) out of any discharge of toxic occurrence in, upon, or hazardous sewage at the Premises or waste materials from the Leased Property into any septic facility Building, or sanitary sewer system serving the Leased Property arising on occupancy or after the date Tenant takes possession use by Landlord of the Leased PropertyPremises or any part thereof, whether or the Building or any part thereof, occasioned wholly or in part by any act or omission of Landlord, their agents, contractors, employees, invitees and servants, provided, however, that same shall not have been caused by or resulted from Tenant's acts, agents and employees, or negligence. In the event Tenant is made party to any litigation commenced by or against Landlord, then Landlord shall indemnify, defend and hold Tenant or Tenant Affiliatetheir agents, their successors, representatives, and employees harmless therefrom and shall pay all costs, expenses and reasonable attorney's fees incurred or paid by them or any of them in connection with such litigation, other than same resulting from Tenant's acts or negligence, or the acts or negligence of Tenant's employees, agents, inviteescontractors, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, agents, invitees, customers, licensees or contractors; or (i) subject to the provisions of Section 10.1 hereof, any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for or be obligated to indemnify Landlord from invitees and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTservants.

Indemnification of Landlord. In amplification of Article XVII and not in limitation thereof, Tenant shall defend, indemnify, pay, save, insure defend and hold Landlord harmless Landlord, Landlord's agents, contractors and employees, the Premises, the Building and the Project from and against (i) any and all liabilitiesliability, obligationspenalties, losses, damages, injunctions, suits, actions, fines, penalties, claimscosts and expenses, demands, costs and expenses causes of every kind action, claims or naturejudgments arising from any injury to any person or persons (including death) or any damage to any property as a result of the use, including reasonable attorneys’ fees and court costsmaintenance, incurred by Landlordoccupation or operation of the Premises, arising directly the Building or indirectly from or out of: (a) any failure the Project by Tenant or Tenant's Agents or resulting from any breach or default in the performance of any obligation to perform any of be performed by Tenant under the terms, provisions, covenants or conditions terms of this Lease, on or arising from any act, neglect, fault or omission of Tenant or any of Tenant’s part to be performed including but not limited to 's Agents, and (ii) all legal fees, expert fees or other professional fees and court charges incurred in connection with any of such matters and the payment defense of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, (b) any accident, injury or damage which shall happen at, in or upon the Leased Property, however occurring; (c) any matter or thing growing action arising out of the conditionsame or in discharging the Premises, occupation, maintenance, alteration, repair, use the Building or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, of the Leased PropertyProject, or any part thereof, from any and all liens, charges or the operation judgments which may accrue or be placed thereon by reason of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; (d) any failure of Tenant to comply with the Legal Requirements; (e) any contamination of the Leased Property, or the groundwaters thereof, during the Term hereof, whether by of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (f) any discharge of toxic or hazardous sewage or waste materials from the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant Affiliate, its employees, agents, invitees, customers, licensees or contractors; or (i) subject to the provisions of Section 10.1 hereof, any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted EncumbrancesTenant's Agents; provided, however, that Tenant shall not be liable for or be obligated required to indemnify Landlord from and against for any damages resulting from Landlord’s gross damage or injury of any kind arising as a result of the sole negligence or willful misconductmisconduct of Landlord and/or its agents, contractors or employees. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCEIn no event shall Landlord nor any partner, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTdirector, officer, agent or employee of Landlord be liable for any personal injury or death or property damage caused by other lessees or persons in or about the Premises, the Building or the Project, or caused by public or quasi-public work, or for consequential damages arising out of any loss of the use of the Premises or any equipment or facilities therein by Tenant or any persons claiming through or under Tenant; nor shall Landlord or any partner, director, officer, employee or agent of Landlord be liable for (i) any damage to property entrusted to employees or security officers of the Building or the Project, (ii) loss or damage to any property by theft, (iii) any injury or damage to persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water or rain which may leak from any part of the Building, the Common Areas or the Project or from the pipes, appliances or plumbing work therein or from the roof, street or subsurface or from any other place or resulting from dampness or any other cause, or (iv) any interference with light or other incorporeal hereditaments.

Indemnification of Landlord. Tenant shall defend, indemnify, pay, save, insure indemnify and save and hold Landlord harmless from and against any and all liabilities, obligations, losses, damages, injunctions, suits, suits actions, fines, penalties, claims, demands, costs and expenses of every kind or nature, including reasonable attorneys’ ' fees and court costs, incurred by Landlord(BUT NOT AGAINST ANY OF THE SAME TO THE EXTENT THAT A GROSSLY NEGLIGENT OR WILLFUL ACT OR OMISSION OF LANDLORD GAVE RISE THERETO), arising directly or indirectly from or out of: of (a) any failure by Tenant to perform any of the terms, provisions, covenants or conditions of this Lease, Lease on Tenant’s 's part to be performed including but not limited including, without limitation, the failure to comply with the payment of any fee, cost or expense rules and regulations for which Tenant is obligated to pay and discharge hereunder, provisions are made in Article XV; (b) any accident, injury injury, or damage which shall happen at, in or upon the Leased PropertyPremises, however occurring; (c) any matter or thing growing out of the condition, occupation, maintenance, alteration, repair, use or operation by any personperson of the Premises, including Tenant or a Tenant Affiliatethe operation by any person of the Premises, their or the operation of the business conducted therefrom; (d) any failure of Tenant, and/or its employees, agents, invitees, customers, licensees licensees, or contractors, of the Leased Property, or any part thereof, or the operation of the business contemplated by this Lease to be conducted thereon, therein, or therefrom; (d) any failure of Tenant to comply with the Legal Requirementsany laws, ordinances, requirements, orders, directions, rules or regulations of any governmental authority; (e) any contamination of the Leased Property, Premises or the groundwaters thereofOffice Complex occasioned by the use, during the Term hereoftransportation, storage, spillage or discharge thereon, therein or therefrom of any toxic or hazardous chemicals, compounds, materials or substances, whether by of Tenant or Tenant Affiliate, their by its employees, agents, invitees, customers, licensees or contractors; (f) any use, generation, manufacture, storage, or release of any hazardous Materials in and about the Premises, the Office Complex or the Land, or the groundwater thereof, or any discharge of toxic or hazardous sewage or waste materials from the Leased Property Premises into any septic facility or sanitary sewer system serving the Leased Property arising on premises or after the date Tenant takes possession of the Leased PropertyOffice Complex, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other act or omission of Tenant or Tenant AffiliateTenant, its employees, agents, invitees, customers, licensees or contractors; and (g) any other act or (i) subject omission of Tenant, its employees, agents, invitees, customers, licensees, or contractors. Tenant's indemnity obligations under this Section and elsewhere in this Lease arising prior to the provisions termination or assignment of Section 10.1 hereof, this Lease shall survive any exercise by any Person of any of its rights with respect to the Leased Property pursuant to the Permitted Encumbrances; provided, however, Tenant shall not be liable for such termination or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTassignment.

Indemnification of Landlord. Except for the willful or negligent acts or omissions (where applicable law imposes a duty to act) of Landlord or its agents, employees or contractors, Tenant shall defend, indemnify, pay, save, insure hereby agrees to indemnify and hold harmless Landlord, the Additional Insureds and the officers, directors, agents and employees of, and the partners in, Landlord harmless and the Additional Insureds, from and against any and all liabilities, obligationsclaims, losses, actions, damages, injunctions, suits, actions, fines, penalties, claims, demands, costs liabilities and expenses of every kind or nature, (including reasonable attorneys’ ' fees and court costs, incurred by Landlord, arising directly or indirectly disbursements) that (i) arise from or out of: (a) any failure by Tenant to perform any of the termsare in connection with Tenant's possession, provisionsuse, covenants or conditions of this Lease, on Tenant’s part to be performed including but not limited to the payment of any fee, cost or expense which Tenant is obligated to pay and discharge hereunder, (b) any accident, injury or damage which shall happen at, in or upon the Leased Property, however occurring; (c) any matter or thing growing out of the condition, occupation, maintenance, alterationoccupancy, repair, use maintenance or operation by any person, including Tenant or a Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors, control of the Leased Property, all or any part thereofof the Premises or the Equipment, the making or removal of any Tenant Equipment or Personal Property and the performance of all related construction work, or the operation of that relate in any other manner to the business contemplated conducted by this Lease to be conducted thereon, thereinTenant in the Premises, or therefrom; (dii) arise from or are in connection with any failure of Tenant to comply with the Legal Requirements; (e) any contamination of the Leased Property, willful or the groundwaters thereof, during the Term hereof, whether by of Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (f) any discharge of toxic or hazardous sewage or waste materials from the Leased Property into any septic facility or sanitary sewer system serving the Leased Property arising on or after the date Tenant takes possession of the Leased Property, whether by Tenant or Tenant Affiliate, their employees, agents, invitees, customers, licensees or contractors; (g) reciprocal rights granted to Golf Club members in any club associated with the Leased Property; (h) any other negligent act or omission of Tenant or Tenant Affiliate, its employees, agents, inviteescontractors, customerssubcontractors, licensees or contractors; invitees and/or licensees, or (iiii) subject result from any default, breach, violation or nonperformance of this Lease or any provision therein by Tenant, or (iv) arise from injury or death to individuals or damage to property sustained on or about the provisions of Section 10.1 hereofPremises. Tenant shall, at its own cost and expense, upon notice thereof from Landlord, defend any exercise by any Person of and all actions, suits and proceedings which may be brought against Landlord, the Additional Insureds and the officers, directors, agents and employees of, and the partners in, Landlord and the Additional Insureds, or any of its rights them, with respect to the Leased Property pursuant foregoing or in which Landlord, the Additional Insureds and the officers, directors, agents and employees of, and the partners in, Landlord and the Additional Insureds, or any of them, may be impleaded. Tenant shall pay, satisfy and discharge any and all final money judgments which may be recovered against Landlord, the Additional Insureds and the officers, directors, agents and employees of, and the partners in, Landlord and the Additional Insureds, or any of them, in connection with the foregoing. For so long as Tenant is in compliance with the insurance requirements of this Section 20.1, the indemnity provided above shall be limited to the Permitted Encumbrances; policy limits of such insurance, excluding only such deductibles as Tenant maintains (such deductible amount to be determined by Tenant in its sole discretion), provided, however, that Tenant shall is still liable if the act is not be liable for covered by Tenant's insurance or be obligated to indemnify Landlord from and against any damages resulting from Landlord’s gross negligence or willful misconduct. THE INDEMNIFICATION OF LANDLORD HEREUNDER IS INTENDED TO AND SHALL EXPRESSLY INCLUDE INDEMNIFICATION AGAINST LANDLORD’S OWN NEGLIGENCE, UNLESS SPECIFICALLY PROVIDED OTHERWISE HEREIN. TENANT’S INDEMNITY OBLIGATIONS UNDER THIS ARTICLE 14 AND ELSEWHERE IN THIS LEASE ARISING PRIOR TO THE TERMINATION OR PERMITTED ASSIGNMENT OF THIS LEASE SHALL SURVIVE SUCH TERMINATION OR ASSIGNMENTinsurance coverage is not in place.