Common use of No Hazardous Materials Liability Clause in Contracts

No Hazardous Materials Liability. Grantor represents and warrants that it has no knowledge or notice of any Hazardous Materials (defined below) or underground storage tanks existing, generated, treated, stored, used, released, disposed of, deposited or abandoned in, on, under, or from the Conservation Area, or transported to or from or affecting the Conservation Area. Without limiting the obligations of Grantor under Section 9.2, Grantor hereby releases and agrees to indemnify, protect and hold harmless the Grantee Indemnified Parties and the Third Party Beneficiary Indemnified Parties (each as defined in Section 9.2) from and against any and all Claims (as defined in Section 9.2) arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, or otherwise associated with the Conservation Area at any time, except that (I) this indemnification shall be inapplicable to the Grantee Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by Grantee, its employees or agents and (II) this indemnification shall be inapplicable to the Third Party Beneficiary Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by a Third Party Beneficiary, its employees or agents. This release and indemnification includes, without limitation, Claims for (i) injury to or death of any person or physical damage to any property; and (ii) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). If any action or proceeding is brought against any of the Third Party Beneficiary Indemnified Parties by reason of any such Claim, Grantor shall, at the election of and upon written notice from the applicable Third Party Beneficiary Indemnified Party, defend such action or proceeding by counsel reasonably acceptable to the Third Party Beneficiary Indemnified Party or reimburse the Third Party Beneficiary Indemnified Party for all charges incurred for services of the California Attorney General in defending the action or proceeding. Despite any contrary provision of this Conservation Easement Deed, the parties do not intend this Conservation Easement to be, and this Conservation Easement shall not be, construed such that it creates in or gives to Grantee or to any Third Party Beneficiary any of the following: (1) The obligations or liability of an “owner” or “operator,” as those terms are defined and used in Environmental Laws (defined below), including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. Section 9601 et seq.; hereinafter, “CERCLA”); or (2) The obligations or liabilities of a person described in 42 U.S.C. Section 9607(a)(3) or (4); or (3) The obligations of a responsible person under any applicable Environmental Laws; or (4) The right to investigate and remediate any Hazardous Materials associated with the Conservation Area; or (5) Any control over Grantor’s ability to investigate, remove, remediate or otherwise clean up any Hazardous Materials associated with the Conservation Area.

No Hazardous Materials Liability. (1) Grantor represents and warrants that it has no knowledge or notice of any Hazardous Materials (defined below) or underground storage tanks existing, generated, treated, stored, used, released, disposed of, deposited or abandoned in, on, under, or from the Conservation AreaProperty, or transported to or from or affecting the Conservation Area. Property. (2) Without limiting the obligations of Grantor under Section 9.210 (b), Grantor hereby releases and agrees to indemnify, protect and hold harmless the Grantee Indemnified Parties and the Third Party Beneficiary Grantee’s Indemnified Parties (each as defined in Section 9.210 (b) (1)) from and against any and all Claims (as defined in Section 9.210 (b)(1)) arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, released in, from or about, or otherwise associated with the Conservation Area Property at any time, except that (I) this indemnification shall be inapplicable to the Grantee Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by Grantee, Grantee or any of its employees or agents and (II) this indemnification shall be inapplicable to the Third Party Beneficiary Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by a Third Party Beneficiary, its employees or agentsemployees. This release and indemnification includes, without limitation, Claims for (iA) injury to or death of any person or physical damage to any property; and (iiB) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). If any action or proceeding is brought against any of the Third Party Beneficiary Grantee’s Indemnified Parties by reason of any such Claim, Grantor shall, at the election of and upon written notice from the applicable Third Party Beneficiary Grantee Indemnified Party, defend such action or proceeding by counsel reasonably acceptable to the Third Party Beneficiary Grantee Indemnified Party or reimburse the Third Party Beneficiary Indemnified Party Grantee for all charges incurred for services of the California Attorney General in defending the action or proceeding]. (3) Without limiting the obligations of Grantor under Section 10 (b), Grantor hereby releases and agrees to indemnify, protect and hold harmless the Third-Party Beneficiary Indemnified Parties (defined in Section 10 (b)(2)) from and against any and all Claims arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, released in, from or about, or otherwise associated with the Property at any time, except that this release and indemnification shall be inapplicable to a Third- Party Beneficiary Indemnified Party with respect to any Hazardous Materials placed, disposed or released by that Third-Party Beneficiary Indemnified Party or any of its employees. This release and indemnification includes, without limitation, Claims for (A) injury to or death of any person or physical damage to any property; and (B) the violation of alleged violation of, or other failure to comply with, any Environmental Laws. If any action or proceeding is brought against any of the Third-Party Beneficiary Indemnified Parties by reason of any such Claim, Grantor shall, at the election or and upon written notice from the applicable Third-Party Beneficiary Indemnified Party, defend such action or proceeding by counsel reasonably acceptable to the Third-Party Beneficiary Indemnified Party for all charges incurred for services of the California Attorney General or the U.S. Department of Justice in defending the action or proceeding. (4) Despite any contrary provision of this Conservation Easement DeedEasement, the parties do not intend this Conservation Easement to be, and this Conservation Easement shall not be, construed such that it creates in or gives to Grantee or to any Third Third-Party Beneficiary Beneficiaries any of the following: (1A) The obligations or liability of an “"owner” " or “"operator,” " as those terms are defined and used in Environmental Laws (defined below), including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. Section 9601 § 9601, et seq.; hereinafter, “"CERCLA”"); or (2B) The obligations or liabilities of a person described in 42 U.S.C. Section § 9607(a)(3) or (4); or (3C) The obligations of a responsible person under any applicable Environmental Laws; or (4D) The right to investigate and remediate any Hazardous Materials associated with the Conservation AreaProperty; or (5E) Any control over Grantor’s 's ability to investigate, remove, remediate or otherwise clean up any Hazardous Materials associated with the Property. (5) The term "Hazardous Materials" includes, without limitation, (a) material that is flammable, explosive or radioactive; (b) petroleum products, including by- products and fractions thereof; and (c) hazardous materials, hazardous wastes, hazardous or toxic substances, or related materials defined in CERCLA, the Resource Conservation Areaand Recovery Act of 1976 (42 U.S.C. § 6901, et seq.; hereinafter, "RCRA"); the Hazardous Materials Transportation Act (49 X.X.X. §0000, et seq.; hereinafter, "HTA"); the Hazardous Waste Control Law (California Health & Safety Code § 25100, et seq.; hereinafter, "HCL"); the Xxxxxxxxx- Xxxxxxx-Xxxxxx Hazardous Substance Account Act (California Health & Safety Code § 25300, et seq.; hereinafter "HSA"), and in the regulations adopted and publications promulgated pursuant to them, or any other applicable Environmental Laws now in effect or enacted after the date of this Conservation Easement. (6) The term "Environmental Laws" includes, without limitation, CERCLA, RCRA, HTA, HCL, HSA, and any other federal, state, local or administrative agency statute, ordinance, rule, regulation, order or requirement relating to pollution, protection of human health or safety, the environment or Hazardous Materials. Grantor represents, warrants and covenants to Grantee and Third-Party Beneficiaries that activities upon and use of the Property by Grantor, its agents, employees, invitees and contractors will comply with all Environmental Laws.

No Hazardous Materials Liability. (1) Grantor represents and warrants that it has no knowledge or notice of any Hazardous Materials (defined below) or underground storage tanks existing, generated, treated, stored, used, released, disposed of, deposited or abandoned in, on, under, or from the Conservation AreaProperty, or transported to or from or affecting the Conservation Area. Property. (2) Without limiting the obligations of Grantor under Section 9.29 (b), Grantor hereby releases and agrees to indemnify, protect and hold harmless the Grantee Indemnified Parties and the Third Party Beneficiary Grantee’s Indemnified Parties (each as defined in Section 9.29 (b) (1)) from and against any and all Claims (as defined in Section 9.29 (b)(1)) arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, released in, from or about, or otherwise associated with the Conservation Area Property at any time, except that (I) this indemnification shall be inapplicable to the Grantee Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by Grantee, Grantee or any of its employees or agents and (II) this indemnification shall be inapplicable to the Third Party Beneficiary Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by a Third Party Beneficiary, its employees or agentsemployees. This release and indemnification includes, without limitation, Claims for (iA) injury to or death of any person or physical damage to any property; and (iiB) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). If any action or proceeding is brought against any of the Third Party Beneficiary Grantee’s Indemnified Parties by reason of any such Claim, Grantor shall, at the election of and upon written notice from the applicable Third Grantee Indemnified Party, defend such action or proceeding by counsel reasonably acceptable to the Grantee Indemnified Party. (3) Without limiting the obligations of Grantor under Section 9 (b), Grantor hereby releases and agrees to indemnify, protect and hold harmless the Third-Party Beneficiary Indemnified Parties (defined in Section 9 (b)(2)) from and against any and all Claims arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, released in, from or about, or otherwise associated with the Property at any time, except that this release and indemnification shall be inapplicable to a Third-Party Beneficiary Indemnified Party with respect to any Hazardous Materials placed, disposed or released by that Third-Party Beneficiary Indemnified Party or any of its employees. This release and indemnification includes, without limitation, Claims for (A) injury to or death of any person or physical damage to any property; and (B) the violation of alleged violation of, or other failure to comply with, any Environmental Laws. If any action or proceeding is brought against any of the Third-Party Beneficiary Indemnified Parties by reason of any such Claim, Grantor shall, at the election or and upon written notice from the applicable Third-Party Beneficiary Indemnified Party, defend such action or proceeding by counsel reasonably acceptable to the Third Party Beneficiary Indemnified Party or reimburse the Third Third-Party Beneficiary Indemnified Party for all charges incurred for services of the California Attorney General U.S. Department of Justice in defending the action or proceeding. . (4) Despite any contrary provision of this Conservation Easement DeedEasement, the parties do not intend this Conservation Easement to be, and this Conservation Easement shall not be, construed such that it creates in or gives to Grantee or to any Third Third-Party Beneficiary any of the following: (1A) The obligations or liability of an “"owner” " or “"operator,” " as those terms are defined and used in Environmental Laws (defined below), including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. Section 9601 § 9601, et seq.; hereinafter, “"CERCLA”"); or (2B) The obligations or liabilities of a person described in 42 U.S.C. Section § 9607(a)(3) or (4); or (3C) The obligations of a responsible person under any applicable Environmental Laws; or (4D) The right to investigate and remediate any Hazardous Materials associated with the Conservation AreaProperty; or (5E) Any control over Grantor’s Xxxxxxx's ability to investigate, remove, remediate or otherwise clean up any Hazardous Materials associated with the Property. (5) The term "Hazardous Materials" includes, without limitation, (a) material that is flammable, explosive or radioactive; (b) petroleum products, including by- products and fractions thereof; and (c) hazardous materials, hazardous wastes, hazardous or toxic substances, or related materials defined in CERCLA, the Resource Conservation Areaand Recovery Act of 1976 (42 U.S.C. § 6901, et seq.; hereinafter, "RCRA"); the Hazardous Materials Transportation Act (49 U.S.C. §5101, et seq.; hereinafter, "HTA"); the Hazardous Waste Control Law (California Health & Safety Code § 25100, et seq.; hereinafter, "HCL"); the Xxxxxxxxx- Xxxxxxx-Xxxxxx Hazardous Substance Account Act (California Health & Safety Code § 25300, et seq.; hereinafter "HSA"), and in the regulations adopted and publications promulgated pursuant to them, or any other applicable Environmental Laws now in effect or enacted after the date of this Conservation Easement. (6) The term "Environmental Laws" includes, without limitation, CERCLA, RCRA, HTA, HCL, HSA, and any other federal, state, local or administrative agency statute, ordinance, rule, regulation, order or requirement relating to pollution, protection of human health or safety, the environment or Hazardous Materials. Grantor represents, warrants and covenants to Grantee and Third-Party Beneficiary that activities upon and use of the Property by Grantor, its agents, employees, invitees and contractors will comply with all Environmental Laws.

No Hazardous Materials Liability. (1) Grantor represents and warrants to Grantee and CDFW that it has no knowledge or notice of any Hazardous Materials (defined below) or underground storage tanks existing, generated, treated, stored, used, released, disposed of, deposited deposited, or abandoned in, on, under, or from the Conservation AreaProperty, or transported to or from or affecting the Conservation Property. All references to “Property” in this Section 22 (i) include, but are not limited to, the Easement Area. . (2) Without limiting the obligations of Grantor under Section 9.215 of this Conservation Easement, Grantor hereby releases and agrees to indemnify, protect protect, and hold harmless the Grantee Grantee’s Indemnified Parties and the Third Party Beneficiary CDFW’s Indemnified Parties (each as defined in Section 9.215) from and against any and all Claims (as defined in Section 9.2) arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, released in, from, or about, or otherwise associated with the Conservation Area Property at any time, except that (IA) this indemnification shall be inapplicable to the Grantee Grantee’s Indemnified Parties with respect to any Hazardous Materials placed, disposed disposed, or released by Grantee, its employees or agents Grantee and (IIB) this indemnification shall be inapplicable to the Third Party Beneficiary CDFW’s Indemnified Parties with respect to any Hazardous Materials placed, disposed disposed, or released by a Third Party Beneficiary, its employees or agentsCDFW. This release and indemnification includes, without limitation, Claims for (i) injury to or death of any person or physical damage to any property; and (ii) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). If any action or proceeding is brought against any of the Third Party Beneficiary CDFW’s Indemnified Parties by reason of any such Claim, Grantor shall, at the election of and upon written notice from the applicable Third Party Beneficiary Indemnified PartyCDFW, defend such action or proceeding by counsel reasonably acceptable to the Third Party Beneficiary CDFW Indemnified Party or reimburse the Third Party Beneficiary Indemnified Party CDFW for all charges incurred for services of the California Attorney General in defending the action or proceeding. . (3) Despite any contrary provision of this Conservation Easement DeedEasement, the parties do not intend this Conservation Easement to be, and this Conservation Easement shall not be, construed such that it creates in or gives to Grantee or to any Third Party Beneficiary CDFW any of the following: (1A) The obligations or liability of an “owner” or “operator,” as those terms are defined and used in Environmental Laws (defined below), including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. Section 9601 section 9601, et seq.; hereinafter, “CERCLA”); or (2B) The obligations or liabilities of a person described in 42 U.S.C. Section section 9607(a)(3) or (4); or (3C) The obligations of a responsible person under any applicable Environmental Laws; or (4D) The right or duty to investigate and remediate any Hazardous Materials associated with the Conservation AreaProperty; or (5E) Any control over GrantorXxxxxxx’s ability to investigate, remove, remediate remediate, or otherwise clean up any Hazardous Materials associated with the Property. (4) The term “Hazardous Materials” includes, without limitation, (a) material that is flammable, explosive, or radioactive; (b) petroleum products, including by-products and fractions thereof; and (c) hazardous materials, hazardous wastes, hazardous or toxic substances, or related materials defined in CERCLA, the Resource Conservation Areaand Recovery Act of 1976 (42 U.S.C. section 6901, et seq.; hereinafter “RCRA”); the Hazardous Materials Transportation Act (49 U.S.C. section 6901, et seq.; hereinafter “HTA”); the Hazardous Waste Control Law (Health & Saf. Code section 25100, et seq.; hereinafter “HCL”); the Xxxxxxxxx-Xxxxxxx-Xxxxxx Xxxxxxxxx Substance Account Act (Health & Saf. Code section 25300, et seq.; hereinafter “HSA”); and in the regulations adopted and publications promulgated pursuant to them, or any other applicable Environmental Laws now in effect or enacted after the date of this Conservation Easement. (5) The term “Environmental Laws” includes, without limitation, CERCLA, RCRA, HTA, HCL, HSA, and any other federal, state, local, or administrative agency statute, code, ordinance, rule, regulation, order, or requirement relating to pollution, protection of human health or safety, the environment, or Hazardous Materials. Grantor represents, warrants, and covenants to Grantee and CDFW that activities upon and use of the Property by Grantor, its agents, employees, invitees, and contractors will comply with all Environmental Laws.

No Hazardous Materials Liability. (1) Grantor represents and warrants that it there has been no knowledge release or notice threatened release of any Hazardous Materials (defined below) or underground storage tanks existing, generated, treated, stored, used, released, disposed of, deposited or abandoned in, on, under, or from the Conservation Easement Area, or transported to or from or affecting the Conservation Easement Area. . (2) Without limiting the obligations of Grantor under Section 9.29(b), Grantor hereby releases and agrees to indemnify, protect and hold harmless the Grantee Indemnified Parties and the Third Party Beneficiary Indemnified Parties (each as defined in Section 9.29(b)(1)) from and against any and all Claims (as defined in Section 9.29(b)(1)) arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, released in, from or about, or otherwise associated with the Conservation Easement Area at any time, except that (I) this indemnification shall be inapplicable to the Grantee Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by Grantee, Grantee or any of its employees or agents and (II) this indemnification shall be inapplicable to the Third Party Beneficiary Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by a Third Party Beneficiary, its employees or agentsemployees. This release and indemnification includes, without limitation, Claims for (i) injury to or death of any person or physical damage to any property; and (ii) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). If any action or proceeding is brought against any of the Third Party Beneficiary Grantee’s Indemnified Parties by reason of any such Claim, Grantor shall, at the election of and upon written notice from the applicable Third Party Beneficiary Grantee Indemnified Party, defend such action or proceeding by counsel reasonably acceptable to the Third Party Beneficiary Grantee Indemnified Party or reimburse the Third Party Beneficiary Indemnified Party Grantee for all charges incurred for services of the California Attorney General in defending the action or proceeding. (3) Without limiting the obligations of Grantor under Section 9(b)(2) herein, Grantor hereby releases and agrees to indemnify, protect and hold harmless the Third Party Beneficiary Indemnified Parties (defined in Section 9(b)(2)) against any and all Claims (defined in Section 9(b)(1)) arising from or connected with any Hazardous Materials present, alleged to be present, or otherwise associated with the Easement Area at any time, except that this release and indemnification shall be inapplicable to the Third Party Beneficiary Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by third party beneficiaries, their employees or agents. This release and indemnification includes, without limitation, Claims for (i) injury to or death of any person or physical damage to any property; and (ii) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). (4) Despite any contrary provision of this Conservation Easement DeedEasement, the parties do not intend this Conservation Easement to be, and this Conservation Easement shall not be, construed such that it creates in or gives to Grantee or to any Third Party Beneficiary and USACE any of the following: (1i) The obligations or liability liabilities of an “owner” or “operator,” as those terms are defined and used in Environmental Laws (defined below), including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. Section 9601 et seq.; hereinafter, “CERCLA”); or (2ii) The obligations or liabilities of a person described in 42 U.S.C. Section 9607(a)(3) or (4); or (3iii) The obligations of a responsible person under any applicable Environmental Laws; or (4iv) The right to investigate and remediate any Hazardous Materials associated with the Conservation AreaProperty; or (5v) Any control over GrantorXxxxxxx’s ability to investigate, remove, remediate or otherwise clean up any Hazardous Materials associated with the Conservation Easement Area.

No Hazardous Materials Liability. Grantor represents and warrants that it has no knowledge or notice of any Hazardous Materials (defined below) or underground storage tanks existing, generated, treated, stored, used, released, disposed of, deposited or abandoned in, on, under, or from the Conservation AreaProperty, or transported to or from or affecting the Conservation AreaProperty. Without limiting the obligations of Grantor under Section 9.2, Grantor hereby releases and agrees to indemnify, protect and hold harmless the Grantee Indemnified Parties and the Third Party Beneficiary CALTRANS Indemnified Parties (each as defined in Section 9.2) from and against any and all Claims (as defined in Section 9.2) arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, or otherwise associated with the Conservation Area Property at any time, except that (I) this indemnification shall be inapplicable to the Grantee Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by Grantee, its employees or agents and (II) this indemnification shall be inapplicable to the Third Party Beneficiary Caltrans Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by a Third Party BeneficiaryCaltrans, its employees or agents. This release and indemnification includes, without limitation, Claims for (i) injury to or death of any person or physical damage to any property; and (ii) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). If any action or proceeding is brought against any of the Third Party Beneficiary Caltrans Indemnified Parties by reason of any such Claim, Grantor shall, at the election of and upon written notice from the applicable Third Party Beneficiary Indemnified PartyCaltrans, defend such action or proceeding by counsel reasonably acceptable to the Third Party Beneficiary Caltrans Indemnified Party or reimburse the Third Party Beneficiary Indemnified Party Caltrans for all charges incurred for services of the California Attorney General in defending the action or proceeding. Despite Grantor makes the representation and warranty set forth in Section 15.A above. Notwithstanding any contrary other provision of this Conservation Easement Deedherein to the contrary, the parties do not intend this Conservation Easement to be, and this Conservation Easement shall not be, be construed such that it creates in or gives to Grantee or to any Third Party Beneficiary any of the followingCaltrans: (1) The obligations or liability liabilities of an “owner” or “operator,” as those terms words are defined and used in Environmental Laws (environmental laws, as defined below), including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. Section § 9601 et seq.; hereinafter, . and hereinafter “CERCLA”); or; (2) The obligations or liabilities of a person described in 42 U.S.C. Section §9607(a)(3) or (4); or; (3) The obligations of a responsible person under any applicable Environmental Laws; or, as defined below; (4) The right to investigate and remediate any Hazardous Materials Materials, as defined below, associated with the Conservation AreaProperty; or (5) Any control over GrantorXxxxxxx’s ability to investigate, remove, remediate or otherwise clean up any Hazardous Materials associated with the Conservation AreaProperty.

No Hazardous Materials Liability. (1) Grantor represents and warrants to Grantee and CDFW that it has no knowledge or notice of any Hazardous Materials (defined below) or underground storage tanks existing, generated, treated, stored, used, released, disposed of, deposited or abandoned in, on, under, or from the Conservation AreaProperty, or transported to or from or affecting the Conservation Area. Property. (2) Without limiting the obligations of Grantor under Section 9.215 of this Conservation Easement, Grantor hereby releases and agrees to indemnify, protect and hold harmless the Grantee Grantee’s Indemnified Parties and the Third Party Beneficiary CDFW’s Indemnified Parties (each as defined in Section 9.2) 15 from and against any and all Claims (as defined in Section 9.2) arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, released in, from, or about, or otherwise associated with the Conservation Area Property at any time, except that (IA) this indemnification shall be inapplicable to the Grantee Grantee’s Indemnified Parties with respect to any Hazardous Materials placed, disposed disposed, or released by Grantee, its employees or agents Grantee and (IIB) this indemnification shall be inapplicable to the Third Party Beneficiary CDFW’s Indemnified Parties with respect to any Hazardous Materials placed, disposed disposed, or released by a Third Party Beneficiary, its employees or agentsCDFW. This release and indemnification includes, without limitation, Claims for (i) injury to or death of any person or physical damage to any property; and (ii) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). If any action or proceeding is brought against any of the Third Party Beneficiary CDFW’s Indemnified Parties by reason of any such Claim, Grantor shall, at the election of and upon written notice from the applicable Third Party Beneficiary Indemnified PartyCDFW, defend such action or proceeding by counsel reasonably acceptable to the Third Party Beneficiary CDFW Indemnified Party or reimburse the Third Party Beneficiary Indemnified Party CDFW for all charges incurred for services of the California Attorney General in defending the action or proceeding. . (3) Despite any contrary provision of this Conservation Easement DeedEasement, the parties do not intend this Conservation Easement to be, and this Conservation Easement shall not be, construed such that it creates in or gives to Grantee or to any Third Party Beneficiary CDFW any of the following: (1A) The obligations or liability of an “owner” or “operator,” as those terms are defined and used in Environmental Laws (defined below), including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. Section 9601 section 9601, et seq.; hereinafter, “CERCLA”); or (2B) The obligations or liabilities of a person described in 42 U.S.C. Section section 9607(a)(3) or (4); or Environmental Laws; or (3C) The obligations of a responsible person under any applicable Environmental Laws; orapplicable (4D) The right or duty to investigate and remediate any Hazardous Materials associated with the Conservation AreaProperty; or (5E) Any control over GrantorXxxxxxx’s ability to investigate, remove, remediate or otherwise clean up any Hazardous Materials associated with the Property. (4) The term “Hazardous Materials” includes, without limitation, (a) material that is flammable, explosive or radioactive; (b) petroleum products, including by-products and fractions thereof; and (c) hazardous materials, hazardous wastes, hazardous or toxic substances, or related materials defined in CERCLA, the Resource Conservation Areaand Recovery Act of 1976 (42 U.S.C. section 6901, et seq.; hereinafter “RCRA”); the Hazardous Materials Transportation Act (49 U.S.C. section 6901, et seq.; hereinafter “HTA”); the Hazardous Waste Control Law (Health & Saf. Code section 25100, et seq.; hereinafter “HCL”); the Xxxxxxxxx-Xxxxxxx- Xxxxxx Xxxxxxxxx Substance Account Act (Health & Saf. Code section 25300, et seq.; hereinafter “HSA”), and in the regulations adopted and publications promulgated pursuant to them, or any other applicable Environmental Laws now in effect or enacted after the date of this Conservation Easement. (5) The term “Environmental Laws” includes, without limitation, CERCLA, RCRA, HTA, HCL, HSA, and any other federal, state, local or administrative agency statute, code, ordinance, rule, regulation, order or requirement relating to pollution, protection of human health or safety, the environment or Hazardous Materials. Grantor represents, warrants and covenants to Grantee and CDFW that activities upon and use of the Property by Grantor, its agents, employees, invitees and contractors will comply with all Environmental Laws.

No Hazardous Materials Liability. (1) Grantor represents and warrants that it there has been no knowledge release or notice threatened release of any Hazardous Materials (defined below) or underground storage tanks existing, generated, treated, stored, used, released, disposed of, deposited or abandoned in, on, under, or from the Conservation Easement Area, or transported to or from or affecting the Conservation Easement Area. . (2) Without limiting the obligations of Grantor under Section 9.29(b), Grantor hereby releases and agrees to indemnify, protect and hold harmless the Grantee Indemnified Parties and the Third Party Beneficiary Indemnified Parties (each as defined in Section 9.29(b)(1)) from and against any and all Claims (as defined in Section 9.29(b)(1)) arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, released in, from or about, or otherwise associated with the Conservation Easement Area at any time, except that (I) this indemnification shall be inapplicable to the Grantee Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by Grantee, Grantee or any of its employees or agents and (II) this indemnification shall be inapplicable to the Third Party Beneficiary Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by a Third Party Beneficiary, its employees or agentsemployees. This release and indemnification includes, without limitation, Claims for (i) injury to or death of any person or physical damage to any property; and (ii) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). If any action or proceeding is brought against any of the Third Party Beneficiary Grantee’s Indemnified Parties by reason of any such Claim, Grantor shall, at the election of and upon written notice from the applicable Third Party Beneficiary Grantee Indemnified Party, defend such action or proceeding by counsel reasonably acceptable to the Third Party Beneficiary Grantee Indemnified Party or reimburse the Third Party Beneficiary Indemnified Party Grantee for all charges incurred for services of the California Attorney General in defending the action or proceeding. (3) Without limiting the obligations of Grantor under Section 9(b)(2) herein, Grantor hereby releases and agrees to indemnify, protect and hold harmless the Third Party Beneficiary Indemnified Parties (defined in Section 9(b)(2)) against any and all Claims (defined in Section 9(b)(1)) arising from or connected with any Hazardous Materials present, alleged to be present, or otherwise associated with the Easement Area at any time, except that this release and indemnification shall be inapplicable to the Third Party Beneficiary Indemnified Parties with respect to any Hazardous Materials placed, disposed or released by third party beneficiaries, their employees or agents. This release and indemnification includes, without limitation, Claims for (i) injury to or death of any person or physical damage to any property; and (ii) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). (4) Despite any contrary provision of this Conservation Easement DeedEasement, the parties do not intend this Conservation Easement to be, and this Conservation Easement shall not be, construed such that it creates in or gives to Grantee or to any Third Party Beneficiary and ACOE any of the following: (1i) The obligations or liability liabilities of an “owner” or “operator,” as those terms are defined and used in Environmental Laws (defined below), including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. Section 9601 et seq.; hereinafter, “CERCLA”); or (2ii) The obligations or liabilities of a person described in 42 U.S.C. Section 9607(a)(3) or (4); or (3iii) The obligations of a responsible person under any applicable Environmental Laws; or (4iv) The right to investigate and remediate any Hazardous Materials associated with the Conservation AreaProperty; or (5v) Any control over GrantorXxxxxxx’s ability to investigate, remove, remediate or otherwise clean up any Hazardous Materials associated with the Conservation Easement Area.