Common use of Release and Indemnification Clause in Contracts

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEES.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in The Company hereby (i) releases the EventIssuer, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsits governing body members, officers, agents, employeesincluding independent contractors, membersconsultants and legal counsel, sponsorsservants and employees (hereinafter, contributors and volunteers (collectivelyfor purposes of this Section, the “Releaseesindemnified parties”), of and ) from, and (ii) agrees that the indemnified parties shall not to sue the Releasees on account any and all liability, demands, losses, claimsbe liable for, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further iii) agrees to indemnify, defend, indemnify and hold harmless the Releasees indemnified parties from and against any and (except for matters directly resulting from the negligence, breach of contract, willful misconduct, bad faith or recklessness of an indemnified party or their agents) all claims, demandsliabilities, losses, liabilities, damages, costs and costs, expenses, including but suits, claims, settlements and judgments, of any nature whatsoever arising from or related in any manner whatsoever to the acquisition, improving, equipping, ownership, leasing or operation of the Facilities or any activities related to the foregoing or to the failure of the Company to perform any of its obligations under this Agreement. All covenants, stipulations, promises, agreements and obligations of the Issuer contained herein shall not limited be deemed to be the covenants, stipulations, promises, agreements and obligations of any governing body member, officer, agent, consultant and legal counsel, servant or employee of the Issuer in the individual capacity thereof. No recourse shall be had for the payment of the principal or Redemption Price of or Purchase Price or interest on the Bonds or for any claim based thereon or hereunder against the Issuer or any governing body member, officer, agent, consultants and legal counsel, servant or employee of the Issuer or any natural person executing the Bonds or pertaining to their sale, delivery, payment, redemption or Mandatory Purchase or Optional Tender Purchase. Neither the Issuer nor the Trustee shall be responsible or liable for any market loss suffered in connection with the investment of funds made in accordance with the Indenture, or, absent failure on the part of the Trustee to follow clear and reasonable attorney feesinstructions of the Company for investing moneys, shall have any liability for injurynonpayment of interest on any uninvested moneys that the Trustee may hold at any time in trust or receive under any of the provisions of this Agreement or the Indenture, deathexcept as otherwise specifically agreed in writing. Promptly after receipt by the Issuer or Trustee, loss or damage of whatever nature to any person, propertyas the case may be, or any such other claim resulting fromindemnified person of notice of the commencement of any action in respect of which indemnity may be sought against the Company under this Section, arising out ofsuch person will notify the Company in writing of the commencement thereof, and, subject to the provisions hereinafter stated, the Company shall assume the defense of such action (including the employment of counsel who shall be counsel reasonably satisfactory to the Issuer, Trustee or such other person as the case may be, and the payment of expenses). Insofar as such action shall relate to any alleged liability in respect of which indemnity may be sought against the Company, the Issuer or any such other indemnified person shall have the right to employ separate counsel in any way related such action and to (i)Vendor’s use participate in the defense thereof, but the fees and occupancy expenses of such counsel shall not be at the expense of the Premises, (ii)Vendor’s participation in Company unless the Event, or (iii)an act or omission employment of Vendor, such counsel has been specifically authorized by the Company. The Company shall not be liable to indemnify any person for any settlement of any such action effect without its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESconsent.

Release and Indemnification. In consideration (a) FCCSU-LLC shall not be responsible in any way for any misrepresentation, negligent act or omission or willful misconduct of Vendor’s acceptance to participate Company, its affiliates, officers, directors, agents, or employees in connection with the Evententry into or performance of any obligation of Company under this Agreement. Further, Vendor hereby voluntarily assumes responsibility forCompany shall indemnify, defend and hold FCCSU-LLC harmless from and against all claims, actions, suits or other proceedings, and releasesany and all losses, waivesjudgments, acquitsdamages, expenses or other costs (including reasonable counsel fees and disbursements), arising from or in any way relating to (i) any actual or alleged violation or inaccuracy of any representation or warranty of Company contained in Paragraph 9 above, (ii) any actual or alleged infringement of any trademark, copyright, trade name or other proprietary ownership interest resulting from the use by FCCSU-LLC and/or FUSA of the Marks of Company as contemplated by this Agreement, and forever the Decatur Chamber (iii) any negligent act or omission or willful misconduct of Commerce and their respective boards of Company or its directors, officers, employees, agents or assigns in connection with the entry into or performance of this Agreement. (b) Company shall not be responsible in any way for any misrepresentation, negligent act or omission or willful misconduct of FCCSU-LLC, its affiliates, officers, directors, agents, employeesor employees in connection with the entry into or performance of any obligation of FCCSU-LLC under this Agreement. Further, membersFCCSU-LLC shall indemnify, sponsorsdefend and hold Company harmless from and against all claims, contributors and volunteers (collectivelyactions, the “Releasees”), of and fromsuits or other proceedings, and agrees not to sue the Releasees on account any and all liability, demands, losses, claimsjudgments, damages, expenses or other costs (including reasonable counsel fees and damages of every kind whether now or hereafter existingdisbursements), arising out of, from or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related relating to (i)Vendor’s use and occupancy i) any actual or alleged violation or inaccuracy of the Premisesany representation or warranty of FCCSU-LLC contained in Paragraph 9 above, (ii)Vendor’s participation in the Event, or (iii)an ii) any act or omission of VendorFCCSU-LLC in connection with the marketing of Credit Card(s), and (iii) any negligent act or omission or willful misconduct of FCCSU-LLC or its agentsdirectors, officers, employees, agents or independent contractors assigns in connection with the entry into or anyone directly or indirectly employed by any performance of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Agreement.

Release and Indemnification. In consideration Seller and Purchaser hereby release Escrow Agent and its officers, managers, employees and agents (each, an "Escrow Agent Party"), for any liability, damage, loss, cost or expense incurred by Seller or Purchaser to the extent resulting from (i) any action taken or not taken in good faith upon advice of Vendor’s acceptance Escrow Agent's counsel given with respect to participate any questions relating to its obligations under this Agreement, or (ii) any action taken or not taken in reliance upon any document, including any written notice provided to Escrow Agent pursuant to this Agreement, as to the Event, Vendor hereby voluntarily assumes responsibility fordue execution and the validity and effectiveness of such document, and releasesthe truth and accuracy of any information contained therein, waiveswhich such Escrow Agent Party in good faith believes to be genuine, acquits, to have been signed or presented by a duly authorized person or persons and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, comply with the Event terms of the Purchase Agreement and this Agreement, except to the extent resulting from the gross negligence, willful default, intentional misconduct or Vendor’s participation in the Eventbreach of trust by such Escrow Agent Party. Seller and Purchaser, WHETHER ARISING OUT OFjointly and severally, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, shall indemnify and hold harmless the Releasees from and any Escrow Agent Party against any liability, damage, loss, cost or expense, including, without limitation, reasonable attorneys’ fees and all claimscourt costs, demands, losses, liabilities, damages, costs and expenses, including but not limited incurred by such Escrow Agent Party to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim the extent resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of from the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed performance by any Escrow Agent Party of themEscrow Agent's obligations under this Agreement, except to the extent resulting from the gross negligence, willful default, intentional misconduct or breach of trust by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESsuch Escrow Agent Party.

Release and Indemnification. In consideration of VendorLessee agrees to use and occupy the Property at its own risk and hereby releases Lessor and Lessor’s acceptance agents and employees from all claims for any damage or injury to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersfull extent permitted by law. Lessee agrees that Lessor shall not be responsible or liable to Lessee or Lessee’s employees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsors, contributors and volunteers (collectively, personal injury or property damage occasioned by the “Releasees”), acts or omissions of and fromany other lessee or any other Person. Lessee agrees that any employee or agent to whom the Property or any part thereof shall be entrusted by or on behalf of Lessee shall be acting as Lessee’s agent with respect to the Property or any part thereof, and agrees not neither Lessor nor Lessor’s agents, employees or contractors shall be liable for any loss of or damage to sue the Releasees on account Property or any and all liability, demands, losses, claims, and damages of every kind whether now part thereof (unless caused by Lessor or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or VendorLessor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVEagent), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to Lessee shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, Losses (excluding Losses suffered by an Indemnified Party arising out ofof the gross negligence or willful misconduct of such Indemnified Party) caused by, incurred or in any way related to (i)Vendorresulting from Lessee’s operations at the Property or by Lessee’s use and occupancy of the PremisesProperty, (ii)Vendor’s participation in the Eventwhether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or (iii)an act from any breach of, default under, or omission failure to perform, any term or provision of Vendorthis Lease by Lessee, its agentsofficers, employees, agents or independent contractors other Persons. If Lessor shall fail to perform any covenant, term or anyone directly condition of this Lease upon Lessor's part to be performed under this Lease and if as a consequence of such default Lessee shall recover a money judgment against Lessor, such judgment shall be satisfied only out of the proceeds of sale received upon execution of such judgment and levied thereon against the right, title and interest of Lessor in the Property and out of rents or indirectly employed other income from such Property receivable by Lessor, or out of the consideration received by Lessor from the sale or other disposition of all or any part of Lessor's right, title and interest in the Property, and neither Lessor nor any of themits Indemnified Parties shall be liable for any deficiency. It is expressly understood and agreed that, subject to the limitation set forth in Section 8.05 Lessee’s obligations under this Section shall survive the expiration or by anyone earlier termination of this Lease for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESreason whatsoever.

Release and Indemnification. In consideration The Owner acknowledges that, in issuing IRS Form 8609(s) with respect to the Project, the Authority is relying or will rely upon information and representations given by or on behalf of Vendor’s acceptance the Owner and has made or will make no independent investigation and does not and will not have independent knowledge of the basis for such information and representations. Accordingly, to participate in induce the EventAuthority to issue IRS Form 8609(s), Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, the Owner agrees as follows: (a) The Owner agrees to release and forever discharge the Decatur Chamber of Commerce and their respective boards of directorsAuthority, its members, employees, agents, officers, agents, employees, members, sponsors, contributors successors and volunteers (collectively, the “Releasees”), assigns of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, lossescauses of actions, liabilitiesjudgments and executions which Owner has or may hereafter have against the Authority, damageswhether in law or in equity, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss arising or damage of whatever nature to any person, property, or any other claim resulting from, arising out ofor on account of or pertaining to, whether directly or in any way related indirectly, the issuance of a Form 8609 with respect to the Project by the Authority. (i)Vendor’s use b) The Owner hereby agrees to indemnify, save harmless and occupancy of defend the PremisesAuthority, (ii)Vendor’s participation in the Eventand its members officers, or (iii)an act or omission of Vendor, its agents, employees, successors and assigns from any obligation, claim, loss, demand, cost, expense (including the costs of the investigation and settlement of any claim, and including reasonable attorney's fees) or independent contractors judgment against the Authority arising or anyone resulting from, or on account of or pertaining to, whether directly or indirectly employed indirectly, the Authority's issuance of a Form 8609 with respect to the Project. If any such claim is asserted, any indemnified party hereunder will give prompt notice to the Owner and will cooperate in the investigation and defense of any such claim. The Owner will assume the defense of any such asserted claim by engaging counsel approved by the indemnified party (which approval shall not be unreasonably withheld), it being understood that the indemnified party shall have the right to employ its own separate counsel and participate in such proceedings at its own cost and expense. (c) If the indemnification provided in subsection (b) is, for any reason, either unavailable to the Authority or any of them, the other persons intended to be indemnified thereby or by anyone for whose acts insufficient to hold it or omissions any of them may harmless, then the Owner hereby agrees to contribute to all amounts paid or payable by the Authority and such other persons as a result of any such obligation, claim, loss, demand, cost, expense, or judgment. The amount to be liablecontributed by the Owner shall be the amount that is appropriate to reflect both the relative benefits received by the Owner, WHETHER ARISING OUT OFon the one hand, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEand by the Authority and such other persons, JOINTon the other hand, CONCURRENTand the relative degrees of fault of the Owner, ACTIVEon the one hand, OR PASSIVE)and of the Authority and such other persons, GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESon the other hand.

Release and Indemnification. In consideration (a) The Landlord Parties shall not be liable to Tenant and Tenant hereby waives all claims and causes of Vendor’s acceptance action against the Landlord Parties for any injury to participate or death of any person or damage to or destruction of property in or about the EventPremises by or from any cause whatsoever, Vendor hereby voluntarily assumes responsibility for, except to the extent resulting from the willful misconduct and releases, waives, acquits, and forever the Decatur Chamber gross negligence of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers a Landlord Party (collectively, the “Releasees”in which case this waiver shall not apply only as to such Landlord Party), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE . (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to b) Tenant shall indemnify, defend, protect and hold the Landlord Parties harmless the Releasees from and defend (by counsel reasonably acceptable to the indemnified party) the Landlord Parties against any and all claims, demandscauses of action, lossesliability, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, deathdamage, loss or damage of whatever nature to any personexpense (including reasonable attorneys' fees and costs and court costs), property, statutory or any other claim resulting from, otherwise arising out of, of or incurred in any way related to connection with (i)Vendor’s i) the use and occupancy of the Premises by Tenant, or any person claiming through Tenant or the presence of Visitors at the Premises, (ii)Vendor’s participation ii) any activity, work or thing done or permitted or suffered by Tenant in or about the EventPremises, (iii) any acts, omissions or negligence of Tenant, any person claiming through Tenant, or (iii)an act or omission of Vendorthe contractors, its agents, employees, invitees, or independent contractors visitors of Tenant or anyone directly any such person ("TENANT PARTY" or indirectly employed "TENANT PARTIES"), (iv) any breach, violation or nonperformance by any Tenant Party of themany provision of this Lease or of any law, ordinance, rule or other governmental regulation of any kind, or (v) except to the extent resulting from the willful misconduct or gross negligence of an Indemnified Party (in which case this indemnity shall not apply only as to such Indemnified Party), any injury to or damage to the person, property or business of any Tenant Party. (c) The foregoing indemnity obligations of the parties shall include reasonable attorneys' fees, investigation costs and all other reasonable costs and expenses incurred by anyone for whose acts or omissions reason of any of them may be liablethe foregoing. The provisions of this Paragraph 12 shall survive the expiration or earlier termination of this Lease with respect to any damage, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESinjury or death occurring prior to such expiration or termination.

Release and Indemnification. In consideration (a) FUSA shall not be responsible in any way for any misrepresentation, negligent act or omission or willful misconduct of Vendor’s acceptance to participate Company, its affiliates, officers, directors, agents, or employees in connection with the Evententry into or performance of any obligation of Company under this Agreement. Further, Vendor hereby voluntarily assumes responsibility forCompany shall indemnify, defend and hold FUSA harmless from and against all claims, actions, suits or other proceedings, and releasesany and all losses, waivesjudgments, acquitsdamages, expenses or other costs (including reasonable counsel fees and disbursements), arising from or in any way relating to (i) any actual or alleged violation or inaccuracy of any representation or warranty of Company contained in Xxxxxxxxx 00 xxxxx, (xx) any actual or alleged infringement of any trademark, copyright, trade name or other proprietary ownership interest resulting from the use by FUSA of the Marks of Company as contemplated by this Agreement, and forever the Decatur Chamber (iii) any negligent act or omission or willful misconduct of Commerce and their respective boards of Company or its directors, officers, employees, agents or assigns in connection with the entry into or performance of this Agreement. (b) Company shall not be responsible in any way for any misrepresentation, negligent act or omission or willful misconduct of FUSA, its affiliates, officers, directors, agents, employeesor employees in connection with the entry into or performance of any obligation of FUSA under this Agreement. Further, membersFUSA shall indemnify, sponsorsdefend and hold Company harmless from and against all claims, contributors and volunteers (collectivelyactions, the “Releasees”), of and fromsuits or other proceedings, and agrees not to sue the Releasees on account any and all liability, demands, losses, claimsjudgments, damages, expenses or other costs (including reasonable counsel fees and damages of every kind whether now or hereafter existingdisbursements), arising out of, from or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related relating to (i)Vendor’s i) any actual or alleged violation or inaccuracy of any representation or warranty of FUSA contained in Xxxxxxxxx 00 xxxxx, (xx) any actual or alleged infringement of any trademark, copyright, trade name or other proprietary ownership interest resulting from the use and occupancy by Company of the PremisesXXXX Xxxxx as contemplated by this Agreement, (ii)Vendor’s participation in the Event, or (iii)an iii) any act or omission of VendorFUSA in connection with the issuance of Credit Card(s) and/or the administration of Credit Card Accounts which constitutes a violation of the laws of the State of Delaware or any federal or state banking or consumer credit laws or regulations, and (iv) any negligent act or omission or willful misconduct of FUSA or its agentsdirectors, officers, employees, agents or independent contractors assigns connection with the entry or anyone directly or indirectly employed by any performance of themthis Agreement. (c) EXCEPT AS SPECIFIED IN THIS AGREEMENT, or by anyone for whose acts or omissions any of them may be liableIN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER ARISING OUT OFBASED ON BREACH OF CONTRACT, ATTRIBUTED TO TORT (INCLUDING NEGLIGENCE) OR CAUSED OTHERWISE, WHETHER OR ALLEGED TO HAVE NOT THAT PARTY HAS BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY ADVISED OF THE RELEASEESPOSSIBILITY OF SUCH DAMAGE.

Release and Indemnification. In consideration (a) The Company shall and hereby agrees to indemnify and save the Issuer harmless against and from all claims by or on behalf of Vendor’s acceptance to participate any Person arising from any breach or default on the part of the Company in the Eventperformance of any of its obligations under this Agreement. In connection with any action or proceeding arising out of any such claim, Vendor hereby voluntarily assumes responsibility forupon notice from the Issuer, the Company shall pay their defense costs or the defense cost of either of them. The Company shall indemnify, defend and releases, waives, acquits, hold the Trustee and forever the Decatur Chamber of Commerce and their respective boards of its directors, officers, agentsemployees and agents (collectively with the Trustee, the "Indemnitees") harmless from and against every loss, liability or expense, including without limitation damages, fines, suits, actions, demands, penalties, costs, out-of-pocket or incidental expenses, legal fees and expenses, the allocated costs and expenses of in-house counsel and legal staff and the costs and expenses of defending or preparing to defend against any claim (collectively, "Losses"), that may be imposed on, incurred by, or asserted against, any Indemnitee for or in respect of the Trustee's (1) execution and delivery of the Indenture, (2) compliance or attempted compliance with or reliance upon any instruction or other direction upon which the Trustee is authorized to rely pursuant to the terms of the Indenture and (3) performance under the Indenture, except in the case of such performance only and with respect to any Indemnitee to the extent that the Loss resulted from such Indemnitee's negligence or willful misconduct. The provisions of this Section 6.2(a) shall survive the termination of the Indenture and the resignation or removal of the Trustee for any reason. The Trustee's claims under this section shall have priority over all other claims under the Indenture. (b) Notwithstanding the fact that it is the intention of the parties hereto that the Issuer shall not incur any pecuniary liability by reason of the terms of this Agreement or the undertakings required of the Issuer hereunder, the issuance of the Bonds, the execution of the Indenture or the performance of any act requested of the Issuer by the Company, including all claims, liabilities or losses arising in connection with the violation of any statutes or regulations pertaining to the foregoing; nevertheless, if the Issuer should incur any such pecuniary liability, then in such event the Company shall indemnify and hold the Issuer harmless against all claims by or on behalf of any Person arising out of the same and all costs and expenses incurred in connection with any such claim or in connection with any action or proceeding brought thereon, and upon notice from the Issuer, the Company shall pay the reasonable defense costs of the Issuer in any such action or proceeding. (c) For purposes of this Section 6.2, the term "Issuer" shall mean the Issuer and any of its members, officers, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now agents or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESrepresentatives.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and Undersigned (a) unconditionally releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and fromdischarges, and agrees not to sue xxx the Releasees on account Released Parties for any and all liabilityclaims or causes of action for any liability or loss of any nature, demandsincluding personal injury, losses, claimsdeath, and damages of every kind whether now or hereafter existingproperty damage, arising out of, of or in any way connected, directly or indirectly, with the Event or Vendorrelating to Participant’s participation in any Disabled Sports USA/ Adaptive Adventures events or activities or the EventParticipant’s presence on or travel to the premises where such events or activities take place, WHETHER ARISING OUT OFincluding, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE but not limited to claims of negligence, breach of warranty, and/or breach of contract the Undersigned may or will have against the Released Parties; and (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further b) agrees to indemnify, defend, and hold harmless the Releasees Released Parties from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss liability or damage of whatever nature to any personkind and from any suits, propertyclaims, or any other claim resulting fromdemands, including legal fees and expenses whether or not in litigation, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premisesto, (ii)VendorParticipant’s participation in such events or activities or the EventParticipant’s presence on or travel to the premises where such events or activities take place. Undersigned parent, or (iii)an act or omission of Vendor, its agents, employeeslegal guardian, or independent contractors legal representative acknowledges that he/she is not only signing this Agreement on his/her behalf, but that he/she is also signing on behalf of the minor or anyone directly legally incapacitated adult and that the minor or indirectly employed the legally incapacitated adult shall be bound by any all the terms of themthis Agreement. Additionally, by signing this Agreement as the parent, or by anyone legal guardian, or legal representative of a minor or legally incapacitated adult, the parent, legal guardian, or legal representative understands that he/she is also waiving rights on behalf of the minor or legally incapacitated adult that the minor or legally incapacitated adult otherwise may have. The Undersigned parent, or legal guardian, or legal representative agrees that, but for whose acts the foregoing, the minor or omissions any legally incapacitated adult would not be permitted to participate in the activities. By signing below, I hereby represent that I am the parent, legal guardian, or legal representative of them may be liablea minor, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESor legally incapacitated adult Participant and that I have the authority to sign on the Participant’s behalf.

Release and Indemnification. In consideration Lessee agrees to use and occupy the Properties at its own risk and hereby releases Lessor and Lessor’s agents and employees from all claims for any damage or injury to the full extent permitted by law, except to the extent such damage or injury is the result of Vendorthe gross negligence or willful misconduct of Lessor. Lessee agrees that Lessor shall not be responsible or liable to Lessee or Lessee’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersemployees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsors, contributors and volunteers (collectively, personal injury or property damage occasioned by the “Releasees”), acts or omissions of and fromany other lessee or any other Person. Lessee agrees that any employee or agent to whom the Properties or any part thereof shall be entrusted by or on behalf of Lessee shall be acting as Lessee’s agent with respect to the Properties or any part thereof, and agrees not neither Lessor nor Lessor’s agents, employees or contractors shall be liable for any loss of or damage to sue the Releasees on account Properties or any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESpart thereof. Vendor further agrees to Lessee shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claimsLosses (excluding Losses suffered by an Indemnified Party arising out of the gross negligence or willful misconduct of such Indemnified Party; provided, demandshowever, losses, liabilities, damages, costs and expenses, including but that the term “gross negligence” shall not limited to reasonable attorney fees, for injury, death, loss or damage include gross negligence imputed as a matter of whatever nature law to any person, property, or any other claim resulting from, arising out of, or of the Indemnified Parties solely by reason of Lessor’s interest in any way related Property or Lessor’s failure to (i)Vendoract in respect of matters which are or were the obligation of Lessee under this Lease) caused by, incurred or resulting from Lessee’s operations or by Lessee’s use and occupancy of the PremisesProperties, (ii)Vendor’s participation in the Eventwhether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or (iii)an act from any breach of, default under, or omission failure to perform, any term or provision of Vendorthis Lease by Lessee, its agentsofficers, employees, agents or independent contractors other Persons. It is expressly understood and agreed that Lessee’s obligations under this Section shall survive the expiration or anyone directly earlier termination of this Lease for any reason whatsoever for a period equal to the greater of three (3) years or indirectly employed by the statute of limitations applicable to any claim arising hereunder. Lessor shall indemnify, protect, defend and hold Lessee harmless from and against all Losses to the extent such Losses arise out of them, the gross negligence or by anyone for whose acts willful misconduct of Lessor or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthe Indemnified Parties.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the Event, Vendor Seller and Purchaser hereby voluntarily assumes responsibility for, release Escrow Agent and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, its officers, agentsmanagers, employeesemployees and agents (each, members, sponsors, contributors and volunteers (collectively, the an “ReleaseesEscrow Agent Party”), for any liability, damage, loss, cost or expense incurred by Seller or Purchaser to the extent resulting from (i) any action taken or not taken in good faith upon advice of Escrow Agent’s counsel given with respect to any questions relating to its obligations under this Agreement, or (ii) any action taken or not taken in reliance upon any document, including any written notice provided to Escrow Agent pursuant to this Agreement, as to the due execution and fromthe validity and effectiveness of such document, and agrees not the truth and accuracy of any information contained therein, which such Escrow Agent Party in good faith believes to sue the Releasees on account any be genuine, to have been signed or presented by a duly authorized person or persons and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, to comply with the Event terms of the Purchase Agreement and this Agreement, except to the extent resulting from the gross negligence, willful default, intentional misconduct or Vendor’s participation in the Eventbreach of trust by such Escrow Agent Party. Seller and Purchaser, WHETHER ARISING OUT OFjointly and severally, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, shall indemnify and hold harmless the Releasees from and any Escrow Agent Party against any liability, damage, loss, cost or expense, including, without limitation, reasonable attorneys fees and all claimscourt costs, demands, losses, liabilities, damages, costs and expenses, including but not limited incurred by such Escrow Agent Party to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim the extent resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of from the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed performance by any Escrow Agent Party of themEscrow Agent’s obligations under this Agreement, except to the extent resulting from the gross negligence, willful default, intentional misconduct or breach of trust by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESsuch Escrow Agent Party.

Release and Indemnification. In consideration The Owner acknowledges that, in making the Carryover Allocation, the Authority relied upon information and representations given by or on behalf of Vendor’s acceptance the Owner and has made no independent investigation and does not have independent knowledge of the basis for such information and representations. Accordingly, to participate induce the Authority to make the Carryover Allocation, the Owner agrees as follows: a) The Owner hereby agrees to release and forever discharge the Authority, its members, employees, agents, officers, successors and assigns of and from any and all claims, demands, causes of actions, judgments and executions which any of the Owners has or may hereafter have against the Authority or any such other persons, whether in law or in equity, arising or resulting from, or on account of or pertaining to, whether directly or indirectly, the EventAuthority's making of the Carryover Allocation. b) The Owner hereby agrees to indemnify, Vendor hereby voluntarily assumes responsibility forsave harmless and defend the Authority, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsits members, officers, agents, employees, memberssuccessors and assigns from any obligation, sponsorsclaim, contributors loss, demand, cost, expense (including the costs of the investigation and volunteers (collectivelysettlement of any claim, and including reasonable attorney's fees) or judgment against the “Releasees”), of and Authority arising or resulting from, and agrees not to sue the Releasees or on account any and all liabilityof or pertaining to, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation Authority's making of the Carryover Allocation. If any such claim is asserted, any indemnified party hereunder will give prompt notice to the Owner and will cooperate in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE investigation and defense of any such claim. The Owner will assume the defense of any such asserted claim by engaging counsel approved by the indemnified party (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVEwhich approval shall not be unreasonably withheld), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees it being understood that the indemnified party shall have the right to indemnify, defend, employ its own separate counsel and hold harmless participate in such proceedings at its own cost and expense. c) If the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney feesindemnification provided in subsection (b) is, for injuryany reason, death, loss or damage of whatever nature either unavailable to any person, property, the Authority or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, other persons intended to be indemnified thereby or (iii)an act insufficient to hold it or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may harmless, then the Owner hereby agrees to contribute to all amounts paid or payable by the Authority and such other persons as a result of any such obligation, claim, loss, demand, cost, expense, or judgment. The amount to be liablecontributed by the Owner shall be the amount that is appropriate to reflect both the relative benefits received by the Owner, WHETHER ARISING OUT OFon the one hand, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEand by the Authority and such other persons, JOINTon the other hand, CONCURRENTand the relative degrees of fault of the Owner, ACTIVEon the one hand, OR PASSIVE)and of the Authority and such other persons, GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESon the other hand.

Release and Indemnification. In consideration (a) Xxxxxx shall be liable for and shall defend, hold harmless and indemnify the Employer and its employees from and against all penalties, losses, damages, costs, expenses, attorneys’ fees and court costs suffered by the Employer or its employees resulting from the gross negligence, willful misconduct or willful breach of Vendor’s acceptance to participate this Agreement by Xxxxxx in the Eventperformance of services pursuant to this Agreement; provided that (i) Xxxxxx is promptly notified in writing of such suit or cause of action; (ii) Xxxxxx controls any negotiations or defense and Employer assists Xxxxxx as reasonably required by Xxxxxx; and (iii) Employer takes all reasonable steps to mitigate any potential damages that may result. Notwithstanding the foregoing, Vendor hereby voluntarily assumes responsibility forXxxxxx shall have no obligation under the provisions of this 4(a) to the extent Xxxxxx is entitled to indemnification from Employer pursuant to 4(b) or Xxxxxx is otherwise not liable. (b) The Employer shall be liable for and shall defend, hold harmless and releases, waives, acquits, indemnify Xxxxxx and forever the Decatur Chamber of Commerce its affiliates and their respective boards of directors, officers, employees, legal representatives, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and fromsuccessors, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees assigns from and against any and all claims, demandspenalties, losses, liabilities, damages, costs and demands, lawsuits, causes of action, costs, expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage attorneys’ fees and court costs (collectively “Losses”) as a result of whatever nature to any person, property, entering into and performing services under this Agreement or any other claim resulting from, cause arising out ofof this Agreement, except to the extent those Losses resulted from the gross negligence, willful misconduct or willful breach of this Agreement by Xxxxxx in the performance of services pursuant to this Agreement. (c) In no event will Xxxxxx be responsible for special, indirect, incidental, consequential or other similar damages in connection with the services performed pursuant to this Agreement, even if Xxxxxx has been advised of the possibility of such damages, and in no event will Xxxxxx be responsible for providing health care benefits or the cost thereof. (d) Xxxxxx shall not be liable for any delay or failure to perform under this Agreement resulting, directly or indirectly, from strike, fire, war, insurrection, riot, power failure or a circumstance beyond Xxxxxx’x reasonable control. In case of errors or lost data caused by power failure, mechanical difficulties with information storage and retrieval systems, or in other events not attributable to its own negligence or willful misconduct, Xxxxxx’x sole obligation will be to use its reasonable efforts to reconstruct any way related records maintained by Xxxxxx and to amend any documents prepared by it which may have been affected by such event, at its own expense. (i)Vendor’s use e) Xxxxxx and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVEEmployer agree that provisions 4(a), GROSS NEGLIGENCE4(b), OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEES4(c) and 4(d) shall survive the termination of this Agreement.

Release and Indemnification. In consideration of VendorLessee agrees to use and occupy the Properties at its own risk and hereby releases Lessor and Lessor’s acceptance agents and employees from all claims for any damage or injury to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersfull extent permitted by law. Lessee agrees that Lessor shall not be responsible or liable to Lessee or Lessee’s employees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsors, contributors and volunteers (collectively, personal injury or property damage occasioned by the “Releasees”), acts or omissions of and fromany other lessee or any other Person. Lessee agrees that any employee or agent to whom the Properties or any part thereof shall be entrusted by or on behalf of Lessee shall be acting as Lessee’s agent with respect to the Properties or any part thereof, and agrees not neither Lessor nor Lessor’s agents, employees or contractors shall be liable for any loss of or damage to sue the Releasees on account Properties or any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESpart thereof. Vendor further agrees to Lessee shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claimsLosses (excluding Losses suffered by an Indemnified Party arising out of the gross negligence or willful misconduct of such Indemnified Party; provided, demandshowever, losses, liabilities, damages, costs and expenses, including but that the term “gross negligence” shall not limited to reasonable attorney fees, for injury, death, loss or damage include gross negligence imputed as a matter of whatever nature law to any person, property, or any other claim resulting from, arising out of, or of the Indemnified Parties solely by reason of Lessor’s interest in any way related Property or Lessor’s failure to (i)Vendoract in respect of matters which are or were the obligation of Lessee under this Lease) caused by, incurred or resulting from Lessee’s operations or by Lessee’s use and occupancy of the PremisesProperties, (ii)Vendor’s participation in the Eventwhether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or (iii)an act from any breach of, default under, or omission failure to perform, any term or provision of Vendorthis Lease by Lessee, its agentsofficers, employees, agents or independent contractors other Persons. It is expressly understood and agreed that Lessee’s obligations under this Section shall survive the expiration or anyone directly or indirectly employed by earlier termination of this Lease for any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEES.reason whatsoever. 4839-9503-5138.10 Spirit/Malibu Boats Master Lease Agreement CA and TN File No. 6457/02-5000 17

Release and Indemnification. In consideration Tenant agrees to use and occupy the Properties at its own risk and hereby releases Landlord and the other Indemnified Parties from all Losses relating to the Properties and the operation thereof, including without limitation claims for any damage or injury, to the full extent permitted by law, except to the extent such damage or injury is the result of Vendorthe gross negligence or willful misconduct of Landlord. Tenant agrees that Landlord shall not be responsible or liable to Tenant or Tenant’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersemployees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsorspersonal injury or property damage occasioned by the acts or omissions of any other Person. Tenant agrees that any agent to whom the Properties or any part thereof shall be entrusted by or on behalf of Tenant or employee of Tenant or its Affiliates shall be acting as Tenant’s agent with respect to the Properties or any part thereof. Neither Landlord nor Landlord’s agents, contributors and volunteers (collectively, employees or contractors shall be liable for any loss of or damage to the “Releasees”), of and from, and agrees not to sue the Releasees on account Properties or any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESpart thereof. Vendor further agrees to Tenant shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claimsLosses (excluding Losses suffered by an Indemnified Party arising out of the gross negligence or willful misconduct of such Indemnified Party) arising out of (i) any act or occurrence or failure to act alleged to have occurred in, demandson, lossesaround or about the Properties, liabilities(ii) any failure to maintain, damageskeep or repair the Properties, costs (iii) any condition alleged to have existed on or have occurred on the Properties or (iv) any default by Tenant in the performance of its obligations under this Lease or any default by Lease Guarantor in the performance of its obligations under the Lease Guaranty. It is expressly understood and expensesagreed that Tenant’s obligations under this Section shall survive the expiration or earlier termination of this Lease for any reason whatsoever for a period of two (2) years; provided, that the foregoing two-year limitation of survival shall not apply to Tenant’s obligation to indemnify the Indemnified Parties for Losses arising from claims by third parties, including but not limited Governmental Authorities. Landlord shall indemnify, protect, defend and hold Tenant harmless from and against all Losses to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising the extent such Losses arise out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendorgross negligence or willful misconduct of Landlord or other Indemnified Party. The term “gross negligence” or “willful misconduct” as used in this Section 10.01 shall not include negligence imputed as a matter of law to Landlord or other Indemnified Party solely by reason of Landlord’s participation interest in the Event, Properties or (iii)an Landlord’s failure to act in respect of matters which are or omission were the obligation of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESTenant under this Lease.

Release and Indemnification. In consideration (a) JUNIPER shall not be responsible in any way for any misrepresentation, negligent act or omission or willful misconduct of Vendor’s acceptance to participate FRONTIER, its affiliates, officers, directors, agents, or employees in connection with the Evententry into or performance of any obligation of FRONTIER under this Agreement. Further, Vendor hereby voluntarily assumes responsibility forFRONTIER shall indemnify, defend and hold JUNIPER harmless from and against all claims, actions, suits or other proceedings, and releasesany and all losses, waivesjudgments, acquitsdamages, expenses or other costs (including reasonable counsel fees and disbursements), arising from or in any way relating to (i) any actual or alleged violation or inaccuracy of any representation, warranty or covenant of FRONTIER contained in Paragraph 11 above, and forever the Decatur Chamber (ii) any negligent act or omission or willful misconduct of Commerce and their respective boards of FRONTIER or its directors, officers, employees, agents or assigns in connection with the entry into or performance of this Agreement. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. (b) FRONTIER shall not be responsible in any way for any misrepresentation, negligent act or omission or willful misconduct of JUNIPER, its affiliates, officers, directors, agents, employeesor employees in connection with the entry into or performance of any obligation of JUNIPER under this Agreement. Further, membersJUNIPER shall indemnify, sponsorsdefend and hold FRONTIER harmless from and against all claims, contributors and volunteers (collectivelyactions, the “Releasees”), of and fromsuits or other proceedings, and agrees not to sue the Releasees on account any and all liability, demands, losses, claimsjudgments, damages, expenses or other costs (including reasonable counsel fees and damages of every kind whether now or hereafter existingdisbursements), arising out of, from or in any way connectedrelating to (i) any actual or alleged violation or inaccuracy of any representation, directly warranty or indirectlycovenant of JUNIPER contained in Paragraph 11 above, with the Event or Vendor’s participation any assertion that FRONTIER is a creditor in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defendcontravention of Section 4(d) above, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an negligent act or omission or willful misconduct of VendorJUNIPER or its directors, its agentsofficers, employees, agents or independent contractors assigns in connection with the entry into or anyone directly or indirectly employed by any performance of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEES.this Agreement

Release and Indemnification. In consideration The Owner acknowledges that, in making the Carryover Allocation, NIFA has relied upon information and representations given by or on behalf of Vendorthe Owner and that NIFA has made no independent investigation and does not have independent knowledge of the basis for such information and representations. Accordingly, to induce NIFA to make the Carryover Allocation, the Owner agrees as follows: (a) The Owner hereby agrees to release and forever discharge NIFA, its members, employees, agents, officers, successors and assigns of and from any and all claims, demands, causes of actions, judgments and executions which the Owner has or may hereafter have against NIFA or any such other persons, whether in law or in equity, arising or resulting from, or on account of or pertaining to, whether directly or indirectly, NIFA’s acceptance making of the Carryover Allocation. (b) The Owner hereby agrees to participate in the Eventindemnify, Vendor hereby voluntarily assumes responsibility forsave harmless and defend NIFA, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsits members, officers, agents, employees, memberssuccessors and assigns, sponsorsfrom any obligation, contributors claim, loss, demand, cost, expense (including the costs of the investigation and volunteers (collectivelysettlement of any claim, the “Releasees”), of and including reasonable attorneys’ fees) or judgment against NIFA arising or resulting from, and agrees not to sue the Releasees or on account any and all liabilityof or pertaining to, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with NIFA’s making of the Event or Vendor’s participation Carryover Allocation. If any such claim is asserted, any indemnified party hereunder will give prompt notice to the Owner and will cooperate in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE investigation and defense of any such claim. The Owner will assume the defense of any such asserted claim by engaging counsel approved by the indemnified party (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVEwhich approval shall not be unreasonably withheld), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees it being understood that the indemnified party shall have the right to indemnify, defend, employ its own separate counsel and hold harmless participate in such proceedings at its own cost and expense. (c) If the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney feesindemnification provided in subsection (b) is, for injuryany reason, death, loss or damage of whatever nature either unavailable to any person, property, NIFA or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, other persons intended to be indemnified thereby or (iii)an act insufficient to hold it or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may harmless, then the Owner hereby agrees to contribute to all amounts paid or payable by NIFA and such other persons as a result of any such obligation, claim, loss, demand, cost, expense or judgment. The amount to be liablecontributed by the Owner shall be the amount that is appropriate to reflect both the relative benefits received by the Owner, WHETHER ARISING OUT OFon the one hand, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEand by NIFA and such other persons, JOINTon the other hand, CONCURRENTand the relative degrees of fault of the Owner, ACTIVEon the one hand, OR PASSIVE)and of NIFA and such other persons, GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESon the other hand.

Release and Indemnification. In consideration of Vendor’s acceptance for Lessor's agreement to participate in consent to the Eventmodifications set forth herein, Vendor Lessee and Guarantor hereby voluntarily assumes responsibility for, waive and releases, waives, acquits, release and forever the Decatur Chamber of Commerce discharge Lessor and their respective boards of its past, present or future officers, directors, officersattorneys, agents, employees, membersparent company, sponsorsaffiliates, contributors subsidiaries and volunteers (collectively, the “Releasees”), of successors and from, and agrees not to sue the Releasees on account assigns from any and all liability, demandsdamage, lossesclaim, claims, and damages loss or expense of every any kind whether that they may have now or hereafter existing, against Lessor or any of them arising out ofof or, or in any way connectedway, directly or indirectly, with relating to the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any Lease Agreement and all claimsother Obligations, demandsincluding, losses, liabilities, damages, costs and expenses, including but not limited to, those arising from the negotiation, administration or enforcement thereof (the “Released Claims”). Lessee and Guarantor hereby further agree to reasonable attorney feesindemnify and hold Lessor and its past, for injurypresent or future officers, deathdirectors, loss or damage of whatever nature to any personattorneys, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, parent company, affiliates, subsidiaries and successors and assigns harmless from any loss, damage, judgment, liability or independent contractors expense (including counsel fees) suffered by or anyone directly rendered against Lessor or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liableon account of any claims arising out of or, WHETHER ARISING OUT OFin any way, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLErelating to the Lease Agreement including, JOINTbut not limited to, CONCURRENTthose arising from the negotiation, ACTIVEadministration or enforcement thereof. If, OR PASSIVE)and to the extent that, GROSS NEGLIGENCEany Released Claims are, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESfor any reason whatsoever, not fully, finally and forever released and discharged pursuant to the terms above, Lessee and Guarantor hereby absolutely and unconditionally grant sell, bargain, transfer, assign and convey to Lessor all of the Released Claims and any proceeds, settlements and distributions relating thereto. Lessee and Guarantor further state that they have carefully read the foregoing release, know the contents thereof and grant the same as their own free act and deed.

Release and Indemnification. (a) In consideration of Vendorthe above, the sufficiency of which the Director hereby acknowledges, the Director, as of the Resignation Date, on behalf of the Director and the Director’s acceptance heirs, executors and assigns, agrees to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, release and forever discharge the Decatur Chamber Company and each of Commerce the Company’s shareholders, parents, affiliates, subsidiaries, divisions, any and their respective boards of all current and former directors, officers, employees, agents, employeesand contractors and their heirs and assigns, membersand any and all employee pension benefit or welfare benefit plans of the Company, sponsors, contributors including current and volunteers former trustees and administrators of such employee pension benefit and welfare benefit plans (collectively, the “ReleaseesReleased Parties”), from all claims, charges, or demands, in law or in equity, whether known or unknown, which may have existed or which may now exist from the beginning of and time to the date of this Agreement, including, without limitation, any claims the Director may have arising from or relating to the Director’s service as a director of the Company. The release provided for herein includes a release by the Director of any claims in any way related to the Director’s service as a director with, or resignation from, the Company. The Director understands that this is a general waiver and release of all claims, known or unknown, that the Director may have against the Released Parties based on any act, omission, matter, cause or thing that occurred through the date the Director signs this Agreement. This release does not release the Company from any obligations due to the Director under this Agreement, or from any rights, claims or coverages to which Director may be entitled in respect of or under any former, current or future insurance policies of the Company and its affiliates. (b) In consideration of the above, the sufficiency of which the Company hereby acknowledges, as of the Resignation Date, the Company and its successors and assigns agrees not to sue release and forever discharge the Releasees on account Director and the Director’s heirs, executors and assigns, from all claims, charges, or demands, in law or in equity, whether known or unknown, which may have existed or which may now exist from the beginning of their period of service as a director of the Company to the Resignation Date, except for breaches regarding disclosure of confidential information or for conduct involving theft, fraud or embezzlement. (c) It is a condition hereof, and it is the Parties’ intention in the execution of the general release in this Section 5, that the same shall be effective as a bar to each and every claim hereinabove specified. (d) From and after the Resignation Date, the Company shall indemnify and hold harmless the Director against any and all liabilitycosts or expenses (including reasonable attorney’s fees), demandsjudgments, fines, losses, claims, and damages of every kind whether now or hereafter existingliabilities incurred in connection with any claim, action, suit, proceeding or investigation, arising out ofof matters existing or occurring at or prior to the Resignation Date, whether asserted or claimed prior to, at or after the Resignation Date, arising in whole or in any way connected, directly part out of or indirectly, with pertaining to the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy fact that he was a director of the Premises, (ii)Vendor’s participation Company to the fullest extent which such Director would be entitled under the Amended and Restated Articles of Incorporation and Bylaws of the Company and Colorado law as in effect on the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESdate hereof.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in The Company hereby (i) releases the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsIssuer its governing body members, officers, agents, employeesincluding independent contractors, membersconsultants and legal counsel, sponsorsservants and employees (hereinafter, contributors and volunteers (collectivelyfor purposes of this Section, the “Releaseesindemnified parties”), of and ) from, and (ii) agrees that the indemnified parties shall not to sue the Releasees on account any and all liability, demands, losses, claimsbe liable for, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further iii) agrees to indemnify, defend, indemnify and hold harmless the Releasees indemnified parties from and against any and the following (except for matters directly resulting from the negligence, breach of contract, willful misconduct or recklessness of an indemnified party or their agents) all claims, demandsliabilities, losses, liabilities, damages, costs and costs, expenses, including but not limited suits, claims, settlements and judgments, of any nature whatsoever arising from or related in any manner whatsoever to reasonable attorney feesthe acquisition, for injuryconstruction, deathimproving, loss equipping, ownership, leasing or damage operation of whatever nature the Projects or any activities related to the foregoing and the authorization, execution or delivery of the Bonds, the offering or sale of the Bonds or any documents, action or transaction related to any personof the same. All covenants, propertystipulations, promises, agreements and obligations of the Issuer contained herein shall not be deemed to be the covenants, stipulations, promises, agreements and obligations of any governing body member, officer, agent, consultant and legal counsel, servant or employee of the Issuer in the individual capacity thereof. No recourse shall be had for the payment of the principal or Redemption Price of or Purchase Price or interest on the Bonds or for any claim based thereon or hereunder against the Issuer or any governing body member, officer, agent, consultants and legal counsel, servant or employee of the Issuer or any natural person executing the Bonds or pertaining to their sale, delivery, payment, redemption or Mandatory Purchase or Optional Tender Purchase. Neither the Issuer nor the Trustee shall be responsible or liable for any market loss suffered in connection with the investment of funds made in accordance with the Indenture, or shall have any other claim resulting from, arising out of, liability for nonpayment of interest on any uninvested moneys that the Trustee may hold at any time in trust or in receive under any way related to (i)Vendor’s use and occupancy of the Premisesprovisions of the Agreement or the Indenture, (ii)Vendor’s participation except as otherwise specifically agreed in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESwriting.

Release and Indemnification. In consideration of VendorLessee agrees to use and occupy the Properties at its own risk and hereby releases Lessor and Lessor’s acceptance agents and employees from all claims for any damage or injury to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever full extent permitted by law (except to the Decatur Chamber of Commerce and their respective boards of directors, officersextent such claims for any damage or injury are caused by Lessor’s gross negligence or willful misconduct). Lessee agrees that Lessor shall not be responsible or liable to Lessee or Lessee’s employees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsors, contributors and volunteers (collectively, personal injury or property damage occasioned by the “Releasees”), acts or omissions of and fromany other lessee or any other Person. Lessee agrees that any employee or agent to whom the Properties or any part thereof shall be entrusted by or on behalf of Lessee shall be acting as Lessee’s agent with respect to the Properties or any part thereof, and agrees not neither Lessor nor Lessor’s agents, employees or contractors shall be liable for any loss of or damage to sue the Releasees on account Properties or any and all liabilitypart thereof, demands, losses, claims, and damages of every kind whether now except to the extent caused by Lessor’s gross negligence or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESwillful misconduct. Vendor further agrees to Lessee shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claimsLosses (excluding Losses suffered by an Indemnified Party arising out of the gross negligence or willful misconduct of such Indemnified Party; provided, demandshowever, losses, liabilities, damages, costs and expenses, including but that the term “gross negligence” shall not limited to reasonable attorney fees, for injury, death, loss or damage include gross negligence imputed as a matter of whatever nature law to any person, property, or any other claim resulting from, arising out of, or of the Indemnified Parties solely by reason of Lessor’s interest in any way related Property or Lessor’s failure to (i)Vendoract in respect of matters which are or were the obligation of Lessee under this Lease) caused by, incurred or resulting from Lessee’s operations or by Lessee’s use and occupancy of the PremisesProperties, (ii)Vendor’s participation in the Eventwhether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or (iii)an act from any breach of, default under, or omission failure to perform, any term or provision of Vendorthis Lease by Lessee, its agentsofficers, employees, agents or independent contractors other Persons. It is expressly understood and agreed that Lessee’s obligations under this Section shall survive the expiration or anyone directly or indirectly employed by earlier termination of this Lease for any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEES.reason whatsoever. 4817-7336-4078.5 STORE/Fat Patty's Master Lease Agreement 4 Properties in KY and WV File No. 7210 /02-629.1

Release and Indemnification. In consideration of VendorLessee agrees to use and occupy the Properties at its own risk and hereby releases Lessor and Lessor’s acceptance agents and employees from all claims for any damage or injury to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersfull extent permitted by law. Lessee agrees that Lessor shall not be responsible or liable to Lessee or Lessee’s employees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsors, contributors and volunteers (collectively, personal injury or property damage occasioned by the “Releasees”), acts or omissions of and fromany other lessee or any other Person. Lessee agrees that any employee or agent to whom the Properties or any part thereof shall be entrusted by or on behalf of Lessee shall be acting as Lessee’s agent with respect to the Properties or any part thereof, and agrees not neither Lessor nor Lessor’s agents, employees or contractors shall be liable for any loss of or damage to sue the Releasees on account Properties or any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESpart thereof. Vendor further agrees to Lessee shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claimsLosses (excluding Losses suffered by an Indemnified Party arising out of the gross negligence or willful misconduct of such Indemnified Party; provided, demandshowever, losses, liabilities, damages, costs and expenses, including but that the term “gross negligence” shall not limited to reasonable attorney fees, for injury, death, loss or damage include gross negligence imputed as a matter of whatever nature law to any person, property, or any other claim resulting from, arising out of, or of the Indemnified Parties solely by reason of Lessor’s interest in any way related Property or Lessor’s failure to (i)Vendoract in respect of matters which are or were the obligation of Lessee under this Lease) caused by, incurred or resulting from Lessee’s operations or by Lessee’s use and occupancy of the PremisesProperties, (ii)Vendor’s participation in the Eventwhether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or (iii)an act from any breach of, default under, or omission failure to perform, any term or provision of Vendorthis Lease by Lessee, its officers, employees, agents or other Persons. It is expressly understood and agreed that Lessee’s obligations under this Section shall survive the expiration or earlier termination of this Lease for any reason whatsoever. Lessor shall indemnify, protect, defend and hold harmless the Lessee, their agents, employees, invitees, patients, partners, officers and contractors from and against any and all Losses suffered by such party arising out of the gross negligence or willful misconduct of Lessor, its agents, employees or contractors; provided, however, that the term “gross negligence” shall not include gross negligence imputed as a matter of law to Lessor or any of the Indemnified Parties solely by reason of Lessor’s interest in any Property or Lessor’s failure to act in respect of matters which are or were the obligation of Lessee under this Lease or caused by, incurred or resulting from Lessee’s operations or by Lessee’s use and occupancy of the Properties, whether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or from any breach of, default under, or failure to perform, any term or provision of this Lease by Lessee, its officers, employees, agents or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESother Persons.

Release and Indemnification. In consideration To the fullest extent allowed by applicable law, the Company, on behalf of Vendor’s acceptance to participate in the Eventitself and its successors and assigns, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce discharges Summit, its affiliates and their respective boards of directors, officers, agentsdirectors, employees, memberspartners, sponsorsrepresentatives and agents from all claims, contributors demands or causes of action of any character which the Company may have against such persons and volunteers (collectivelyentities in connection with the services to be provided by Summit hereunder; provided, however, such release shall not apply to actions in breach of this Agreement or constituting willful malfeasance or gross negligence. To the fullest extent permitted by applicable law, the “Releasees”)Company shall indemnify, of defend and fromhold harmless Summit, its affiliates and agrees not to sue the Releasees on account any their respective officers, directors, employees, partners, representatives and agents from and against all liabilitylosses, demands, lossescosts, claims, liabilities, damages and damages expenses (including, without limitation, costs of every kind whether now or hereafter existingsuit and attorneys' fees) they may incur in connection with the performance by Summit of its obligations hereunder, arising out ofand the Company shall reimburse each such indemnified party for all reasonable expenses (including reasonable fees and expenses of counsel) as they are incurred by such indemnified party in connection with investigating, defending, or in preparing for any way connectedsuch action or claim. THE LOSSES, directly or indirectlyCOSTS, with the Event or Vendor’s participation in the EventCLAIMS, WHETHER ARISING OUT OFDAMAGES, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (LIABILITIES AND EXPENSES FOR WHICH SUCH INDEMNIFIED PARTIES ARE INDEMNIFIED HEREUNDER SHALL SPECIFICALLY INCLUDE THOSE WHICH RESULT FROM SUCH PARTY'S SOLE, JOINT, CONCURRENT, CONCURRENT ACTIVE OR PASSIVE), PASSIVE NEGLIGENCE BUT NOT THOSE WHICH RESULT FROM SUCH PARTY'S GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESNEGLIGENCE OR WILLFUL MALFEASANCE. Vendor further agrees to indemnify, defend, and hold harmless The provisions of this Section 4 shall survive the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage termination of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Agreement.

Release and Indemnification. In consideration of Vendor’s acceptance Lessee agrees to participate in use and occupy the Event, Vendor Properties at its own risk and hereby voluntarily assumes responsibility for, releases Lessor and releases, waives, acquits, Lessor's agents and forever employees from all claims for any damage or injury to the Decatur Chamber of Commerce and their respective boards of directors, officersfull extent permitted by Law. Lessee agrees that Lessor shall not be responsible or liable to Lessee or Lessee's employees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsors, contributors and volunteers (collectively, personal injury or property damage occasioned by the “Releasees”), acts or omissions of and fromany other lessee or any other Person. Lessee agrees that any employee or agent to whom the Properties or any part thereof shall be entrusted by or on behalf of Lessee shall be acting as Lessee's agent with respect to the Properties or any part thereof, and agrees not neither Lessor nor Lessor's agents, employees or contractors shall be liable for any loss of or damage to sue the Releasees on account Properties or any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESpart thereof. Vendor further agrees to Lessee shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claimsLosses (excluding Losses suffered by an Indemnified Party arising out of the gross negligence or willful misconduct of such Indemnified Party; provided, demandshowever, losses, liabilities, damages, costs and expenses, including but that the term "gross negligence" shall not limited to reasonable attorney fees, for injury, death, loss or damage include gross negligence imputed as a matter of whatever nature Law to any person, property, or any other claim resulting from, arising out of, or of the Indemnified Parties solely by reason of Lessor's interest in any way related Property or Lessor's failure to (i)Vendor’s act in respect of matters which are or were the obligation of Lessee under this Lease) caused by, incurred or resulting from Lessee's operations or by Lessee's use and occupancy of the PremisesProperties or the Improvements, (ii)Vendor’s participation in the Eventwhether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or (iii)an act from any breach of, default under, or omission failure to perform, any term or provision of Vendorthis Lease by Lessee, its agentsofficers, employees, agents or independent contractors other Persons. It is expressly understood and agreed that Lessee's obligations under this Section shall survive the expiration or anyone directly or indirectly employed by earlier termination of this Lease for any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESreason whatsoever.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and Undersigned (a) unconditionally releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and fromdischarges, and agrees not to sue the Releasees on account Released Parties for any and all liabilityclaims or causes of action for any liability or loss of any nature, demandsincluding personal injury, losses, claimsdeath, and damages of every kind whether now or hereafter existingproperty damage, arising out of, of or in any way connected, directly or indirectly, with the Event or Vendorrelating to Participant’s participation in any Disabled Sports USA/ U.S. Electric Wheelchair Hockey Association events or activities or the EventParticipant’s presence on or travel to the premises where such events or activities take place, WHETHER ARISING OUT OFincluding, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE but not limited to claims of negligence, breach of warranty, and/or breach of contract the Undersigned may or will have against the Released Parties; and (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further b) agrees to indemnify, defend, and hold harmless the Releasees Released Parties from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss liability or damage of whatever nature to any personkind and from any suits, propertyclaims, or any other claim resulting fromdemands, including legal fees and expenses whether or not in litigation, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premisesto, (ii)VendorParticipant’s participation in such events or activities or the EventParticipant’s presence on or travel to the premises where such events or activities take place. Undersigned parent, or (iii)an act or omission of Vendor, its agents, employeeslegal guardian, or independent contractors legal representative acknowledges that he/she is not only signing this Agreement on his/her behalf, but that he/she is also signing on behalf of the minor or anyone directly legally incapacitated adult and that the minor or indirectly employed the legally incapacitated adult shall be bound by any all the terms of themthis Agreement. Additionally, by signing this Agreement as the parent, or by anyone legal guardian, or legal representative of a minor or legally incapacitated adult, the parent, legal guardian, or legal representative understands that he/she is also waiving rights on behalf of the minor or legally incapacitated adult that the minor or legally incapacitated adult otherwise may have. The Undersigned parent, or legal guardian, or legal representative agrees that, but for whose acts the foregoing, the minor or omissions any legally incapacitated adult would not be permitted to participate in the activities. By signing below, I hereby represent that I am the parent, legal guardian, or legal representative of them may be liablea minor, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESor legally incapacitated adult Participant and that I have the authority to sign on the Participant’s behalf.

Release and Indemnification. In consideration exchange for being allowed to use any of Vendor’s acceptance to participate in the EventServices provided by SMMS or Course, Vendor hereby voluntarily assumes responsibility forYou (acting for You and for all of Your family, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersheirs, agents, employeesaffiliates, membersrepresentatives, sponsors, contributors and volunteers (collectively, the “Releasees”), of and fromsuccessors, and agrees not to sue the Releasees on account any assigns) hereby expressly fully and all liabilityforever release, demandsdischarge, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless SMMS and Course, and each of their owners, managers, affiliates, employees, agents, representatives, successors, and assigns (the Releasees from and against “Released Persons”) for any and all claims, injuries, demands, losses, liabilities, disputes, causes of action (including statutory, contract, negligence, or other tort theories), proceedings, obligations, debts, liens, fines, charges, penalties, contracts, promises, costs, expenses (including attorneys’ fees, whether incurred pre-litigation, pre-trial, at trial, on appeal, or otherwise), damages of any kind whatsoever (including consequential, compensatory, or punitive damages), costs and expensesor losses (whether known, unknown, asserted, unasserted, fixed, conditional, or contingent) to You or any third party, that arise from or relate to (i) any of the Services, including any Vehicle, equipment or related information, and/or (ii) Your use of any of the foregoing (“Claims”), that You or any third party may have or may have against any Released Person, including but not limited to reasonable attorney fees, all liability for injury, death, any property loss or damage damage, personal injury or loss of whatever nature to any personlife, propertyregardless of the cause, whether based upon breach of contract, breach of warranty, negligence or any other claim resulting fromlegal theory, arising out ofexcept for claims based on Released Persons’ gross negligence or intentional misconduct. To the fullest extent permitted by law, or in this release and hold harmless agreement includes any way and all Claims related to (i)Vendor’s or arising from the sole or partial negligence of any Released Persons. You hereby expressly waive any claims against the Released Persons which You do not know or suspect to exist in Your favor at the time of use and occupancy of the PremisesServices, (ii)Vendor’s participation in the Eventand expressly waives Your rights under any statutes that purport to preserve Your unknown claims. Such releases are intended to be general and complete releases of all Claims. The Released Persons may plead such releases as a complete and sufficient defense to any Claim, or (iii)an act or omission as intended third party beneficiaries of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESsuch releases.

Release and Indemnification. In consideration Producer, for herself/himself/itself and on behalf of Vendor’s acceptance to participate in the Eventany of her/his/its collaborators, Vendor hereby voluntarily assumes responsibility foraffiliates, employees, volunteers, contractors, funders, representatives, and agents (collectively, “Releasors”), assumes all risk of injury or loss and hereby releases, waives, acquitsdischarges, and forever the Decatur Chamber of Commerce and their respective boards of directors, covenants not to sue Burning Man or its officers, agentsdirectors, employees, memberscollaborators, sponsorsaffiliates, contributors volunteers, contractors, funders, representatives, and volunteers agents (collectively, the “Releasees”)) from all claims and liability, of known and fromunknown, that are or may be owed to Releasors and Releasors’ personal representatives, assigns, heirs, and agrees not to sue the Releasees on account next of kin, for any and all liability, demands, losses, claims, and damages loss or damage of every kind whether now or hereafter existing, any sort arising out ofof or relating to the Production, or in any way connectedthe Recorded Content, directly or indirectly, with the Event or Vendorand/or Producer’s participation in attendance at the Event. Releasors expressly waive all rights they may have under Section 1542 of the California Civil Code, WHETHER ARISING OUT OFwhich states: A GENERAL RELEASE DOES NOT EXTEND THE CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN ITS FAVOR AT THE TIME OF EXECUTING THE RELEASE, ATTRIBUTED TO OR CAUSED OR ALLEGED TO WHICH IF KNOWN BY HIM MUST HAVE BEEN CAUSED IN WHOLE OR IN PART BY MATERIALLY AFFECTED HIS SETTLEMENT WITH THE NEGLIGENCE (SOLEDEBTOR. If, JOINThowever, CONCURRENTany Releasee files a claim against Releasors, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESReleasors may file a counterclaim or cross- complaint related to the same facts and circumstances. Vendor further agrees Releasors expressly agree the release and waiver herein are intended to be as broad and as inclusive as permitted by governing law. Nothing in this Section is intended to release any nonperformance or breach of this Agreement by Burning Man. Releasors shall indemnify, defend, and hold Releasees harmless the Releasees from and against any claim, suit, loss, demand, or damage, actual or threatened, valid or invalid, and all claimsfrom any damages, demands, lossesjudgments, liabilities, damagescosts, costs and expensesexpenses (including reasonable attorneys’ fees), including but not limited to reasonable attorney fees, for injury, death, loss direct or damage of whatever nature to any person, property, or any other claim resulting fromindirect, arising out ofof or relating to the Production, or in any way related to (i)Vendorthe Recorded Content, and/or Producer’s use and occupancy of the Premises, (ii)Vendor’s participation in attendance at the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEES.

Release and Indemnification. In consideration (a) The Assets have been utilized by Seller for the purpose of Vendor’s acceptance to participate in the Eventexploration, Vendor hereby voluntarily assumes responsibility fordevelopment and production of oil and gas and may contain pits, pipelines, and releasesfacilities no longer in use. Purchaser acknowledges that there may have been surface or subsurface spills or leaks of oil, waivesgas, acquitsor produced substances or other materials including but not limited to salt water. In addition, the Assets may contain asbestos and/or naturally occurring radioactive material (NORM). In this regard, Purchaser expressly understands that NORM may affix or attach itself to the inside of wxxxx, materials, and forever equipment as scale or in other forms and that said wxxxx, materials and equipment located on the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers Assets may contain NORM. (collectively, the “Releasees”), of and from, b) The Purchaser understands and agrees that the sale of the Assets is made on an "as is, where is" basis and Purchaser releases Seller from any liability with respect thereto, whether or not caused by or attributable to sue Seller's negligence. Without limiting the Releasees on account foregoing, from and after the Closing, Purchaser waives its right to recover from Seller and forever releases and discharges Seller from any and all liability, demands, lossesdamages, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damagespenalties, costs fines, liens, judgments, costs, or expenses whatsoever, including attorney’s fees and expensescosts, whether direct or indirect, that may arise on or account of or in any way connected with the physical or environmental condition of the Assets or any law or regulation applicable thereto. Purchaser shall assume all liability and obligations as to said physical or environmental conditions as of Closing. (c) Purchaser recognizes and specifically assumes the obligation to properly plug and abandon any and all wxxxx, remove all equipment and facilities, including but not limited to reasonable attorney feespipelines, closure of all pits, and restoration of the surface associated with the Assets when appropriate in accordance with the rules, regulations, and requirements of any governmental authority having jurisdiction thereof and with all obligations in any lease, contract, or agreement assumed by Purchaser whether or not such obligation arises prior to or after the Effective Date. Purchaser agrees to pay all costs and expenses associated with any such plugging and abandoning, removal, closing, or restoration. (d) Purchaser agrees to indemnify and defend Seller from any and all damages, losses, claims, demands, and causes of action including but not limited to any civil fines, penalties, expenses, costs of cleanup and restoration and environmental and plugging liabilities for any and all aspects of the Assets, including all wxxxx thereon, brought by any and all persons including any private citizens, persons, organizations and agency, branch or representative of the federal, state, or local government on account of any personal injury, death, damage, destruction or loss or damage of whatever nature to any person, property, contamination of natural resources (including soil, surface water or any other claim ground water) resulting from, from or arising out ofof any liability caused by or connected with any physical, environmental, or in any way related to (i)Vendor’s use and occupancy well plugging condition of the PremisesAssets from and after the Closing Date, (ii)Vendor’s participation in including, but not limited to, the Eventpresence, disposal, or (iii)an act release of any material of any kind on or omission of Vendor, its agents, employees, under the Assets caused by or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose connected with acts or omissions of Purchaser, its employees, representatives, or agents with regard to its use, ownership, or operation of the Assets. Purchaser’s indemnification shall extend to and include the negligence of Seller, Purchaser, and parties acting on behalf of Purchaser whether such negligence is active or passive, joint, sole or concurrent and Seller’s strict liability. This indemnification shall be in addition to any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESother indemnity provision contained in this Agreement.

Release and Indemnification. In consideration The Owner acknowledges that, in issuing Internal Revenue Service Form 8609 with respect to the Project, MFA is relying or will rely upon information and representations given by or on behalf of Vendor’s acceptance the Owner and has made or will make no independent investigation and does not and will not have independent knowledge of the basis for such information and representations. Accordingly, to participate in induce MFA to issue the EventForm 8609, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, the Owner agrees as follows: (a) The Owner agrees to release and forever the Decatur Chamber of Commerce and their respective boards of directorsdischarge MFA, its members, employees, agents, officers, agents, employees, members, sponsors, contributors successors and volunteers (collectively, the “Releasees”), assigns of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, lossescauses of actions, liabilitiesjudgments and executions which Owner has or may hereafter have against MFA, damageswhether in law or in equity, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss arising or damage of whatever nature to any person, property, or any other claim resulting from, arising out ofor on account of or pertaining to, whether directly or in any way related indirectly, the issuance of a Form 8609 with respect to the Project by MFA. (i)Vendor’s use b) The Owner hereby agrees to indemnify, save harmless and occupancy of the Premisesdefend MFA, (ii)Vendor’s participation in the Eventand its members officers, or (iii)an act or omission of Vendor, its agents, employees, successors and assigns from any obligation, claim, loss, demand, cost, expense (including the costs of the investigation and settlement of any claim, and including reasonable attorney's fees) or independent contractors judgment against MFA arising or anyone resulting from, or on account of or pertaining to, whether directly or indirectly employed indirectly, MFA's issuance of a Form 8609 with respect to the Project. If any such claim is asserted, any indemnified party hereunder will give prompt notice to the Owner and will cooperate in the investigation and defense of any such claim. The Owner will assume the defense of any such asserted claim by engaging counsel approved by the indemnified party (which approval shall not be unreasonably withheld), it being understood that the indemnified party shall have the right to employ its own separate counsel and participate in such proceedings at its own cost and expense. (c) If the indemnification provided in subsection (b) is, for any reason, either unavailable to MFA or any of them, the other persons intended to be indemnified thereby or by anyone for whose acts insufficient to hold it or omissions any of them may harmless, then the Owner hereby agrees to contribute to all amounts paid or payable by MFA and such other persons as a result of any such obligation, claim, loss, demand, cost, expense, or judgment. The amount to be liablecontributed by the Owner shall be the amount that is appropriate to reflect both the relative benefits received by the Owner, WHETHER ARISING OUT OFon the one hand, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEand by MFA and such other persons, JOINTon the other hand, CONCURRENTand the relative degrees of fault of the Owner, ACTIVEon the one hand, OR PASSIVE)and of MFA and such other persons, GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESon the other hand.

Release and Indemnification. In consideration of VendorTenant agrees to use and occupy the Leased Premises at its own risk and hereby releases Landlord and Landlord’s acceptance agents and employees from all claims for any damage or injury to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersfull extent permitted by Law. Tenant agrees that Landlord shall not be responsible or liable to Tenant or Tenant’s employees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsors, contributors and volunteers (collectively, personal injury or property damage occasioned by the “Releasees”), acts or omissions of and fromany other tenant or any other Person. Tenant agrees that any employee or agent to whom the Leased Premises or any part thereof shall be entrusted by or on behalf of Tenant shall be acting as Tenant’s agent with respect to the Leased Premises or any part thereof, and agrees not neither Landlord nor Landlord’s agents, employees or contractors shall be liable for any loss of or damage to sue the Releasees on account Leased Premises or any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESpart thereof. Vendor further agrees to Tenant shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claimsLosses (excluding Losses suffered by an Indemnified Party arising out of the gross negligence or willful misconduct of such Indemnified Party; provided, demandshowever, losses, liabilities, damages, costs and expenses, including but that the term “gross negligence” shall not limited to reasonable attorney fees, for injury, death, loss or damage include gross negligence imputed as a matter of whatever nature law to any person, property, of the Indemnified Parties solely by reason of Landlord’s interest in the Leased Premises or any other claim resulting from, arising out of, Landlord’s failure to act in respect of matters which are or were the obligation of Tenant under this Lease) relating in any way related to (i)Vendorthe Leased Premises or caused by, incurred or resulting from Tenant’s operations or by Tenant’s use and occupancy of the Leased Premises, (ii)Vendor’s participation in the Eventwhether relating to its original design or construction, latent defects, alteration, maintenance, use by Tenant or any Person thereon, supervision or otherwise, or (iii)an act from any breach of, default under, or omission failure to perform, any term or provision of Vendorthis Lease by Tenant, its agentsofficers, employees, agents or independent contractors other Persons. It is expressly understood and agreed that Tenant’s obligations under this Section shall survive the expiration or anyone directly or indirectly employed by earlier termination of this Lease for any reason whatsoever. The foregoing indemnity shall not apply in the case of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESgoverned by the indemnity provisions set forth in Article 16.

Release and Indemnification. In As further consideration for the rights and privileges granted herein, Licensee agrees to the following: It is understood that the Licensed Area consists of Vendor’s acceptance mostly undeveloped and untamed land, and the Licensee has had an opportunity to participate inspect the Licensed Area and accepts the Licensed Area in an “as is” condition and further, the Licensee understands that hunting is a dangerous activity and that there may be hazards (known and unknown, hidden and observable), including but not limited to, those set forth above under Section I, part 4, and other dangers such as holes, cracks or openings in the Eventearth, Vendor hereby voluntarily fence wire, snakes, xxxxx, swamps, brush and other growth, ponds, harmful plants, wild or poisonous animals, insects, bats, unauthorized or careless persons on the land, other hunters, or other risks that may be dangerous and cause injury and/or death and that Licensee assumes responsibility forall such risks as his/her own responsibility, and releaseswithout liability to or recourse against the Licensor, waives, acquits, and forever the Decatur Chamber of Commerce and Company or their respective boards of directorsagents, officers, agentsdirectors, employees, membersassignees and heirs. That although Licensor may have a greater knowledge of land or the Licensed Area than Licensee, sponsorsthat is impracticable and virtually impossible for Licensor to list and/or to physically show Licensee each and every potential hazard on the Licensed Area and Licensee enters onto the Licensed Area despite same and at Licensee’s own risk and without liability to Licensor or Company or their agents, contributors officers, directors, employees, assignees and volunteers (collectively, heirs. That the “Releasees”), of property is not entirely fenced and fromthat Licensor cannot reasonably protect against or effectively stop unauthorized persons from trespassing upon the Real Estate including but not limited to other hunters who may wrongfully enter upon the Real Estate without authorization and may create additional dangers to Licensee, and agrees not to sue the Releasees on account any Licensee has entered into this Agreement with such understanding and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnifyaccept and assume the same at its own risk and without liability to Licensor or Company or their agents, officers, directors, employees, assignees and heirs. To forever release, defend, indemnify, and hold harmless the Releasees Licensor and Company, their agents, officers, directors, employees, assigns and heirs, from and against any and all liability, claims, fines, settlements, damages, demands, lossescosts, liabilities, damages, costs and expensessuits or causes of action of whatsoever nature, including but not limited to reasonable attorney feesattorney’s fees and costs of defense, for injuryarising out of bodily injury to, death, loss illness or damage death of whatever nature to any person, propertyincluding Licensee or other member of the Hunting Group, and/or damage to property of any person, legal entity, or any other claim resulting fromthird party, arising out ofof or relating to this Agreement or any activities occurring upon the Licensed Area. Licensee(s), at its own expense, shall maintain during the term of this License a policy or policies of comprehensive general liability insurance, including personal injury and property damage, with contractual liability endorsement, in any way related the amount of One Hundred Thousand Dollars ($100,000) for damage to rented premises and One Million Dollars (i)Vendor$1,000,000) per occurrence, Two Million Dollars ($2,000,000) aggregate for personal injuries or deaths of persons occurring on or about the Licensed Area and property damage. Said Policies shall (i) name Licensor and Company as an additional insured and insure Licensor's and Company’s use liability for claims arising under this License (except for the worker's compensation policy, which instead shall include waiver of subrogation endorsement in favor of Licensor), (ii) be issued by an insurance company which is acceptable to Licensor, and occupancy (iii) provide that said insurance shall not be canceled unless thirty (30) days prior written notice shall have been given to Licensor. Said policy or policies or certificates thereof shall be delivered to Licensor and Company by Licensee(s) upon commencement of the Premisesterm of the License and upon each renewal of said insurance. In the event Licensee is a business, (ii)Vendor’s participation in and uses this License as part of the Event, or (iii)an act or omission scope of Vendor, employment of its agents, employees, or independent contractors or anyone directly or indirectly employed Licensee shall in addition to the above provide evidence satisfactory to Licensor that Licensee is fully compliant with all workers compensation laws and coverages as required by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthe State on which this licensed property is located.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in A. Partner shall indemnify, defend and hold harmless the EventMTA, Vendor hereby voluntarily assumes responsibility forits affiliated agencies, and releasessubsidiaries, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, and employees, membersthe State of Connecticut and the Connecticut Department of Transportation, sponsors, contributors and volunteers if applicable (collectively, the “ReleaseesIndemnified Parties”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees ) from and against any and all claims, demands, losses, liabilities, damages, losses, costs and expenses, including but not limited to reasonable attorney feesattorneys’ fees and witness fees (collectively, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, “Claims”) arising out of, or in connected with, any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an alleged act or omission of Vendorby Partner, its agentsdirectors, officers, employees, or independent agents and contractors or anyone directly any alleged breach of any of Partner’s representations, warranties, or indirectly employed obligations under this Agreement. If so requested by the MTA, Partner shall defend any such claim in the name of the MTA but at Partner’s expense. At its option, the MTA may participate in such defense at its own expense and approve any offers or agreements regarding terms of settlement. B. MTA shall indemnify, defend and hold harmless the Partner, its affiliated agencies, subsidiaries, directors, officers, and employees, if applicable (collectively, the “Indemnified Parties”) from and against any and all claims, liabilities, damages, losses, costs and expenses, including reasonable attorneys’ fees and witness fees (collectively, “Claims”) arising out of, or connected with, any alleged act or omission by the MTA, its directors, officers, employees, agents and contractors or any alleged breach of any of the MTA’s representations, warranties, or obligations under this Agreement. If so requested by the Partner, MTA shall defend any such claim in the name of the Partner but at MTA’s expense. At its option, the Partner may participate in such defense at its own expense and approve any offers or agreements regarding terms of settlement. C. The MTA shall not be liable to Partner for unauthorized use by any third party of them, any Partner- provided artwork or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESphotographs.

Release and Indemnification. In consideration (a) Landlord shall not be liable to Tenant for any damage to or loss or theft of Vendorany property or for any bodily or personal injury, illness or death of any person in, on or about the Premises arising during the Term and from any cause whatsoever except to the extent caused by the gross negligence or willful misconduct of Landlord or any Landlord Party. Except to the extent caused by the gross negligence or willful misconduct of Landlord or any Landlord Party, Tenant waives all claims against Landlord or any Landlord Party arising from any liability described in this subsection. (b) Tenant shall pay and indemnify and defend Landlord, Landlord’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, Representatives and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, Mortgagee against and hold Landlord, Landlord’s Representatives and any Mortgagee harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, losses, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting fromattorneys’ fees and disbursements, arising out of, during the Term and arising from or in any way related to (i)Vendor’s i) any use and or occupancy of the Premises, (ii)Vendor’s participation ii) any condition of the Premises, (iii) any default in the Eventperformance of Tenant’s obligations hereunder, (iv) any damage to any property (including property of employees and invitees of Tenant) or any bodily or personal injury, illness or death of any person (iii)an including employees and invitees of Tenant) from any cause whatsoever, occurring in, on or. about the Premises or any part thereof or any part of the Improvements or the Land constituting a part of the Premises or occurring outside the Premises when such damage, bodily or personal injury, illness or death is caused by any act or omission of VendorTenant or Tenant’s Representatives, except, in the case of (i) through (iv) above, to the extent caused by (w) the gross negligence or willful misconduct of Landlord or any Landlord’s Party; or (x) the gross negligence or willful misconduct of any Mortgagee, or its agents, employeescontractors, employees or invitees. This Section shall survive the termination of this Lease with respect to any event arising or occurring during the Term. (c) Should any event occur for which any Person is entitled to indemnification pursuant to subsection (b) above or other provisions of this Lease, such Person shall provide prompt written notice to Tenant describing the nature of such claim (provided, however, that the failure by such Person to so notify Tenant shall not limit or otherwise affect the obligations and liabilities of Tenant hereunder provided that such failure does not materially prejudice Tenant’s defense of the claim for which indemnification is sought). Tenant may assume responsibility for any action to be taken to contest the claim, provided that Tenant notifies the indemnified Person in writing of its intention to contest such claim within ten ( I 0) days after receipt of notice of the claim. Tenant, at its sole expense, may control all proceedings relating to such contest, provided that no Material Event of Default is continuing and that Tenant has acknowledged its obligation to provide indemnification hereunder relating to the applicable claim. The indemnified Person will cooperate with Tenant in contesting such claim, provided that Tenant indemnifies and holds harmless the indemnified Person for all reasonable costs and expenses (including, without limitation, reasonable attorneys’ fees and expenses) relating to contesting such claim. Any counsel selected by Tenant hereunder shall be reasonably acceptable to the indemnified Person (Landlord hereby agreeing on behalf of itself and each indemnified Person that counsel selected by Tenant’s insurer shall be deemed acceptable to such parties), and the indemnified Person, at its option, shall have the right to contest such claim at Tenant’s expense through separate counsel in the event any claims against or defenses of such Person are in conflict under the applicable standards of professional conduct with those of Tenant, and Tenant shall be obligated to pay for all reasonable costs and expenses (including without limitation reasonable attorneys’ fees and expenses) actually incurred relating to any such separate contest of such claim. (d) Nothing contained in this Lease will be deemed a release of, or independent contractors require Tenant to indemnify, any Landlord Party with respect to matters arising in capacities not arising from Landlord’s status as “Landlord” hereunder (or, in the case of mortgagee, in its capacity as mortgagee), including without limitation a Landlord Party’s status as manager under a management agreement relating to the Premises (which shall be governed by the terms of such management agreement) or anyone directly or indirectly employed by any of themas owner, manager, tenant, service provider to, or by anyone for whose acts subtenant of, the Premises or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESneighboring properties.

Release and Indemnification. In consideration a. Neither CSC, nor its officers, directors, agents or members, or the Town of VendorCohasset, shall be liable to User or User’s acceptance guests, agents, employees artists, and the like, for any death, injury, damage or other loss suffered by any of them relating to participate in this Agreement or the transactions contemplated hereby, or arising out of the Event, Vendor hereby voluntarily assumes responsibility forincluding without limitation in connection with or as a result of User’s or User’s guests agents, employees or artists; use of Founders’ Hall, the Rental Premises or the surrounding areas, except that CSC shall be liable for its own gross negligence or willful misconduct. The provisions of this subsection shall survive the termination of this Agreement with respect to any damage injury or loss occurring prior to the termination of this Agreement. b. User herby agrees to indemnify and hold harmless CSC, its officers, directors, agents and members, and releasesthe Town of Cohasset (“Indemnitees”) harmless from and against any and all liabilities, waivesobligations, acquitslosses, damages, penalties, actions, judgments, suits, claims, costs, expenses, and disbursements of any kind or nature whatsoever (including the reasonable fees and disbursements of counsel for such Indemnitees in connection with any investigative, administrative or judicial proceedings, whether or not such Indemnitee shall be designated a party thereto) that may be imposed on, incurred by, or asserted against any such Indemnitee in any manner relating to or arising out of this Agreement or the transactions contemplated hereby, including without limitation in connection with or as a result of User or User’s guests, agents, employees, or artists, use of the Rental Premises, including Founders’ Hall, or the surrounding areas, and any breach of this Agreement, except that User shall have no obligation to any Indemnitee hereunder with respect to any liability arising from the gross negligence or willful misconduct of that Indemnitee. The provisions of this subsection shall survive the termination of this Agreement with respect to any damage injury or loss occurring prior to the termination of this Agreement. c. User agrees to forever the Decatur Chamber of Commerce and their respective boards of directorsRELEASE CSC, its officers, agents, employees, membersvolunteers, sponsors, contributors booking agent and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liabilityorganizations assisting or participating in voluntary uses of the Rental Premises, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees including Founders’ Hall from and against any and all claims, demands, losses, liabilities, damages, costs actions and expenses, including but not limited causes of action that arise from or relate to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)VendorUser’s use and occupancy of the Rental Premises. d. User further affirms that User has read this Paragraph 6, (ii)Vendor’s and that User understands its contents. User understands that participation in the EventEvent by User's guests is voluntary and that User's guests and User are free to choose not to participate in said programs. By signing this Agreement, or (iii)an act or omission User affirms that User has decided to allow User's guests to participate in the use of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by the Rental Premises with full knowledge that the Indemnitees will not be liable to anyone for whose acts personal injuries or omissions property damage. e. Permission is granted for any emergency medical treatment needed. f. User acknowledges that CSC and the other Indemnitees are relying on User’s obligations hereunder and that CSC would be unwilling to enter into this Agreement in the absence of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthe release and indemnities contained herein.

Release and Indemnification. In consideration (a) Except for the willful acts of Vendor’s acceptance to participate in LICENSOR or the Eventacts of gross negligence by LICENSOR, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, its agents, servants, and/or employees, membersLICENSOR will not be under any responsibility or liability for the safeguarding of LICENSEE's furniture, sponsorsfixtures, contributors equipment, or inventory. LICENSEE hereby indemnifies LICENSOR and volunteers (collectively, the “Releasees”), of and from, and agrees not covenants to sue the Releasees on account hold it harmless from any and all liability, demandscosts, losses, claimscharges, and damages expenses of every kind whether now or hereafter existingany kind, arising out ofsort, or in any way connected, description arising directly or indirectlyindirectly from LICENSEE's breach of this Agreement or from LICENSEE's occupancy of the Licensed Space, with the Event and from any liability, costs, charges, and expenses resulting from any injury to person or Vendor’s participation damage to property occurring in the EventLicensed Space or in connection with LICENSEE's use thereof, WHETHER ARISING OUT OFexcept for acts of gross negligence or willful misconduct by LICENSOR, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE its agents, servants, and/or employees. (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further b) LICENSOR hereby agrees to indemnify, defend, and hold harmless the Releasees indemnify LICENSEE from and against any and all claimsliability, demandscosts, lossescharges, liabilitiesor expenses of any kind, damagessort, costs and expensesor description arising directly or indirectly from LICENSOR's breach of this Agreement or from LICENSOR's or LICENSOR's willful acts or the acts of gross negligence by LICENSOR, including but not limited its agents, servants, and/or employees. (c) LICENSOR WILL NOT BE LIABLE, AND LICENSEE WAIVES ALL CLAIMS, FOR INJURY TO OR DEATH OF PERSONS OR DAMAGE TO OR LOSS OF PROPERTY SUSTAINED BY LICENSEE OR ITS INVITEES OR GUESTS RESULTING FROM THE IMPROVEMENTS OR ANY PART THEREOF OR ANY OF LICENSOR'S EQUIPMENT OR APPURTENANCES BEING OUT OF REPAIR FOR WHICH LICENSEE WAS RESPONSIBLE FOR REPAIRING, OR RESULTING DIRECTLY OR INDIRECTLY FROM ANY ACT OR NEGLIGENCE OF LICENSEE OR ANY OCCUPANT OF THE BUILDING OR OF ANY OTHER PERSON, OR FROM ANY OTHER CAUSE WHATSOEVER EXCEPT THE GROSS NEGLIGENCE OF LICENSOR, INCLUDING WITHOUT LIMITATION SUCH CLAIMS FOR DAMAGE RESULTING FROM: (i) equipment functioning improperly; (ii) LICENSOR's failure to reasonable attorney feeskeep the Licensed Space repaired; (iii) injury done or occasioned by wind; (iv) any defect in or failure of plumbing, for injuryheating, deathor air conditioning equipment, loss electrical wiring, or damage installation thereof, gas, water, or steam pipes, stairs, balconies, porches, railings, or sidewalks; (v) broken glass; the backing up of whatever nature to any personsewer pipe or downspout; the bursting, propertyleaking, or running of any tank, tub, wash stand, toilet, waste pipe, drain, or any other claim resulting frompipe or tank in, arising out ofon, or in about the Licensed Space; the escape of steam or hot water; (vi) the falling of any way related to (i)Vendor’s use and occupancy of the Premisesfixture, (ii)Vendor’s participation in the Eventplaster, or stucco; and (iii)an act or omission of Vendorvii) water, its agents, employeessnow, or independent contractors ice being on or anyone directly coming through the roof or indirectly employed by any of themskylight, trap door, stairs, walks, or by anyone for whose acts any other place on or omissions any of them may be liablenear the Licensed Space, WHETHER ARISING OUT OFthe Store, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESor otherwise.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the Event, Vendor 13.1. The Borrower hereby voluntarily assumes responsibility for, and unconditionally releases, waives, acquits, remises and forever discharges the Decatur Chamber of Commerce Lender and their respective boards of all past, present and future officers, directors, officersstockholders, agents, employees, membersattorneys, sponsorssubsidiaries, contributors affiliates, participants, successors and volunteers (collectively, assigns of the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees Lender from and against any and all claims, demandsdemands and causes of action of any kind, losseswhether known or unknown, liabilitiesarising out of or related to the Loan, damagesthis Agreement and/or the other Loan Documents including, without limitation, any so-called “lender liability” claims or defenses which they may have to the effect that the Lender or any of its affiliates, officers, directors, employees, agents or attorneys may have in any way acted or failed to act in such a manner as to cause injury to the Borrower or anyone claiming through the Borrower, from the beginning of time through the date of this Agreement. Except for the Lender's gross negligence, willful misconduct or illegal action, the Borrower will indemnify and save the Lender harmless from all loss, cost, damage, liability or expenses (including, without limitation, court costs and expensesreasonable out-of-pocket attorneys' fees) that the Lender may sustain or incur by reason of defending or protecting its liens and security interests in the collateral securing the Loan(s) or the priority thereof or in enforcing or collecting the Obligations, or in the prosecution or defense of any action or proceeding concerning any matter growing out of or in connection with the Loan, this Agreement, the other Loan Documents or any other documents, instruments or agreements now or hereafter executed in connection with the Loan, this Agreement, the other Loan Documents, the Obligations or the Collateral. This indemnity shall survive the repayment of the Obligations, and the termination of any agreement by the Lender to make the Loan to the Borrower. 13.2. Lender, from the beginning of time through the date herein, hereby unconditionally releases, remises and forever discharges the Borrower, Xxxxxx Xxxxx, Xxxxx Xxxxxxxxx, Xxxxxx XxXxxx, Xxxxxx Xxxxxxxx, Xxxxxxxxxxx Xxxxxxxxx, Xxxx Xxxxxx, Xxxxx Xxxxxxxx, RBSM LLP, Signal Point Holdings Corp. (“Signal Point”), RoomLinx and its Affiliates, Subsidiaries (the “Borrower Releases”) and all past, present and future officers, directors, stockholders, agents, consultants, employees, attorneys, subsidiaries, affiliates, participants, successors and assigns of the Borrower Releases from any and all claims, including but not limited to reasonable attorney feesclaims of fraud, for injurymisrepresentation or similar acts, deathwhether known or unknown from the beginning of time through the date of this Agreement demands and causes of action of any kind, loss whether known or damage of whatever nature to any person, property, or any other claim resulting fromunknown, arising out ofof or related to all Equipment Leases and with respect to the Equipment Leases Terminated Schedules, including, without limitation, any claims or defenses which they may have to the effect that the Borrower Releases may have in any way related acted or failed to (i)Vendor’s use act in such a manner as to cause injury to Lender or any claims of fraud, misrepresentation or similar acts, whether known or unknown from the beginning of time through the date of this Agreement and occupancy forever discharges the Borrower Releases from any liability with respect to the Terminated Schedules, provided however, that the foregoing release shall not be effective with respect to Borrower, Xxxxxxxxxxx Xxxxxx, Xxxxxxx Xxxxxxxx and Xxxxxx Xxxxxxxx unless and until the Loan has been paid in full, nor with respect to Signal Point until such time as all obligations of Borrower guaranteed by Signal Point relating to any outstanding Equipment Schedule and/or the Premises, (ii)Vendor’s participation Loan are satisfied in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESfull.

Release and Indemnification. In consideration The indemnifications and covenants contained in this Section shall survive termination or expiration of Vendor’s acceptance this Agreement. (a) Notwithstanding any other provision of this Agreement to participate in the Eventcontrary, Vendor hereby voluntarily assumes responsibility for, the City and releases, waives, acquits, and forever the Decatur Chamber of Commerce District and their respective boards of directorsgoverning body members, officials, officers, agents, servants, employees and independent contractors shall not be liable to the Developer for damages or otherwise if all or any part of the CID Act or any resolution or ordinance adopted in connection, the creation of the District, the District Assessment, the District Project or this Agreement, is declared invalid or unconstitutional in whole or in part by the final (as to which all rights of appeal have expired or have been exhausted) judgment of any court of competent jurisdiction, and by reason thereof either the City or the District is prevented from performing any of the covenants and agreements herein or the Developer is prevented from enjoying the rights and privileges hereof. (b) The Developer hereby releases from and covenants and agrees that the City, the District, and their governing body members, officials, officers, employees, members, sponsors, contributors agents and volunteers (collectively, the “Releasees”), of and from, and agrees independent contractors shall not to sue the Releasees on account be liable for any and all liability, demands, lossessuits, claims, costs of defense, damages, injuries, liabilities, costs and/or expenses, including court costs and damages of every kind whether now or hereafter existingattorneys’ fees and expenses, resulting from, arising out of, or in any way connectedconnected with: (1) the creation of the District, directly (2) the imposition the District Assessment, (3) the construction of the District Project, (4) the negligence or indirectlywillful misconduct of the Developer, its employees, agents or independent contractors in connection with the Event design management, development, redevelopment and construction of the District Project, and (5) the Developer’s failure to comply with any applicable state, federal or Vendor’s participation local laws, regulations and ordinances as applicable to the property within the boundaries of the District; except that the foregoing release shall not apply in the Eventcase of such liability arising directly out of the gross negligence or willful misconduct of the City or the District or their respective authorized governing body members, WHETHER ARISING OUT OFofficials, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE officers, employees, agents and independent contractors or which arises out of matters undertaken by the City or the District following termination of this Agreement as to the District Project or any portion thereof. (SOLEc) All covenants, JOINTstipulations, CONCURRENTpromises, ACTIVE OR PASSIVE)agreements and obligations of the City or the District contained herein shall be deemed to be the covenants, GROSS NEGLIGENCEstipulations, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees promises, agreements and obligations of the City or the District and not of any of their respective governing body members, officials, officers, agents, servants or employees in their individual capacities. (d) No official, employee or representative of the City or the District shall be personally liable to indemnifythe Developer (1) in the event of an Event of a Default or breach by any Party under this Agreement, defend, and hold harmless the Releasees from and against or (2) for any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss amount or damage of whatever nature any District Obligations which may become due to any personParty under the terms of this Agreement. (e) Notwithstanding the foregoing, propertythe Parties hereby agree that neither the City n or th e Di s t r i c t is obligated to defend any action, suit or any other claim resulting from, arising out of, or in any way related to connected with: (i)Vendor’s use and occupancy 1) the creation of the PremisesDistrict, (ii)Vendor’s participation in 2) the Eventimposition of the District Assessment, or (iii)an act or omission 3) the construction of Vendorthe District Project, (4) the conduct of the Developer, its agents, respective employees, agents or independent contractors in connection with the design management, development, redevelopment and construction of the District Project, (5) the issuance of the District Obligations, (6) the Developer's failure to comply with any applicable State, federal or anyone directly local laws, regulations and ordinances as applicable to the property within the boundaries of the District; provided, however, that the Developer may defend such actions, suits or indirectly employed claims on behalf of the City or the District to the extent necessary to preserve the rights and obligations contemplated by any this Agreement; provided further that, if the Developer chooses to defend such actions, suits or claims on behalf of themthe City or the District and ethical rules of conduct prohibit such dual representation, the City or by anyone the District will be entitled to select a separate attorney for whose acts such action and the Developer agrees to pay all the costs and expenses including court costs and attorneys’ fees and expenses of the City or omissions any of them may be liablethe District, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESas applicable.

Release and Indemnification. In consideration The Applicant, its agents, representatives, invitees and employees hereby release and discharge the City of Vendor’s acceptance to participate in Hobart (“City”), the EventRDC, Vendor hereby voluntarily assumes responsibility forthe HHPC, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agentsofficials, employees, membersconsultants, sponsors, contributors and volunteers (collectivelyrepresentatives thereof from any liability whatsoever arising from the grant or denial of approval of the Applicant’s façade proposal, the “Releasees”)performance of any work undertaken pursuant to any approved grant to the applicant, any liability for negligent design, the payment or non-payment of contractors, sub-contractors, materialmen and fromsuppliers, any claim under any prevailing wage laws, and agrees not any other liability which may arise by reason of or related to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESProgram. Vendor further The Applicant also agrees to indemnify, defend, indemnify and hold harmless the Releasees City, the RDC, the HHPC, and the officials, employees, consultants, and representatives thereof from and against any and all claimsliability on any claim, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney feesaction or cause of action whatsoever, for any property damage, personal injury, deathor other liability, loss whether sounding in contract or damage of whatever nature to any person, property, or any other claim resulting fromtort, arising out of, from or in any way related to (i)Vendor’s use and occupancy the grant or denial of approval of the PremisesApplicant’s façade proposal, (ii)Vendorthe performance of any work undertaken pursuant to any approved grant to the applicant, any liability for negligent design, the payment or non-payment of contractors, sub-contractors, materialmen and suppliers, any claim under any prevailing wage laws and any other liability which may arise by reason of or related to the Program. The Applicant’s participation in duty of indemnification shall extend to and include reimbursement of the Eventattorney fees and expenses of litigation of the City, or (iii)an act or omission of Vendorthe RDC, its agentsthe HHPC, and the officials, employees, or independent contractors or anyone directly or indirectly employed by consultants, and representatives thereof who shall have the sole right to select and direct counsel and approve any settlement of themany claimed property damage, personal injury, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESother liability.

Release and Indemnification. In consideration of Vendor’s acceptance to participate (a) For so long as the Company does not default in any material respect in the Event, Vendor hereby voluntarily assumes responsibility forperformance of its obligations under this Agreement, and releasesprovided that none of the conditions described in Section 4 of this Agreement fail to occur as the result of matters within the reasonable control of the Company, waivesMember, acquitson behalf of itself, its members, Assignee, and forever those persons listed as "Member Parties" in the Decatur Chamber "Joinder" section of Commerce the signature page of this Agreement, and each of their respective boards of directors, officers, agentsdirectors, employees, members, sponsors, contributors agents and volunteers contractors (collectively, the “Releasees”), of "Member Parties") hereby release and from, and agrees not to sue forever discharge the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE Company Parties (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees as hereinafter defined) from and against any and all claims, demands, liabilities, costs, expenses, penalties, damages and losses, including, without limitation, reasonable attorneys' fees, known or unknown, actual or contingent, arising out of or in connection with the Property or the Company, including, without limitation, the execution and deliver of the Operating Agreement, the performance of each of the obligations of any of the Company Parties thereunder, and the acquisition, development, construction, financing, ownership or management of the Property, and any acts or omissions in connection therewith, but specifically excluding any breach or default in the performance of a party's obligations under this Agreement or any deed, assignment, agreement or other document to be delivered pursuant to the terms hereof (collectively, the "Claims"). (b) For so long as Member does not default in any material respect in the performance of its obligations under this Agreement, and provided that none of the conditions described in Section 4 of this Agreement fail to occur as the result of matters within the reasonable control of Member, the Company on behalf of itself, its members, and those persons listed as "Company Parties" in the "Joinder" section of the signature page of this Agreement, and each of their respective officers, directors, employees, agents and contractors (collectively, the "Company Parties") hereby release and forever discharge the Member Parties from and against any and all Claims. (c) The Member Parties and the Company Parties agree and acknowledge that the releases contained in this Section 8 are intended to constitute general releases of all claims of every kind and nature relating to or arising from the Property and/or the Operating Agreement, and that such releases relate to matters which may be disputed or contested and shall not be construed as an admission of liability on the part of any party. (d) Each of the Company Parties and the Member Parties hereby agrees to indemnify the other party and hold it harmless from and against any and all claims, demands, liabilities, damagescosts, costs and expenses, including but not limited to penalties, damages and losses, including, without limitation, reasonable attorney attorneys' fees, for injuryresulting from (i) any action, deathproceeding or other legal action instituted against the other party by any of the Company Parties or the Member Parties, loss respectively, on account of any Claims, and (ii) any misrepresentations or damage breach of whatever nature to any person, property, warranty or any other claim resulting from, arising out of, breach of covenant made by such party in this Agreement or in any way related document, certificate, or exhibit given or delivered to the other pursuant to or in connection with this Agreement. (i)Vendor’s use and occupancy e) The provisions of this Section 8 shall survive beyond the Closing, the delivery of the Premises, (ii)Vendor’s participation in Deed the Event, or (iii)an act or omission Ground Lease Assignment and any termination of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Agreement.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the Event(a) Borrower hereby releases and exculpates Lender and its officers, Vendor hereby voluntarily assumes responsibility foremployees and designees, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees Lender shall not have any liability to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, Borrower or any other claim resulting fromSubsidiary (whether in contract, tort, equity or otherwise) for losses suffered by Borrower or such Subsidiary in connection with, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Eventtransactions or relationships contemplated by this Agreement, or (iii)an act any act, omission or omission event occurring in connection herewith, unless it is determined by a final and non-appealable judgment or court order binding on Lender, that the losses were the result of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions constituting gross negligence or willful misconduct. In any such litigation, Lender shall be entitled to the benefit of the rebuttable presumption that it acted at all times in good faith and with the exercise of ordinary care in the performance by it of the terms of this Agreement. (b) In no event shall Lender have any liability to Borrower or any Subsidiary for lost profits or other special, consequential, incidental, exemplary or punitive damages in connection with this Agreement or any of them may the other Loan Papers or the transactions contemplated hereby or thereby, and Borrower expressly waives any and all right to assert any such claims. No officer of Lender has any authority to waive, condition, or modify the provisions of this section. (c) Borrower agrees to indemnify, save and hold harmless Lender and its respective directors, officers, agents, attorneys and employees from and against: (i) the use or contemplated use of the proceeds of the Loan, any transaction contemplated by this Agreement or the other Loan Papers, or any relationship with Borrower or any Subsidiary; (ii) any administrative or investigative proceeding by any governmental agency arising out of or related to a claim, demand, action or cause of action described in clause (i) above; and (iii) any and all liabilities, losses, costs or expenses (including reasonable attorneys’ fees and disbursements and other professional services) that any party indemnified hereunder suffers or incurs as a result of any foregoing claim, demand, action or cause of action; provided, however, that no such indemnitee shall be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESentitled to indemnification for any loss caused by any indemnitee’s gross negligence or willful misconduct. Any obligation or liability of Borrower to any such indemnitee under this section shall survive the expiration or termination of this Agreement and the repayment of the Loan.

Release and Indemnification. In consideration Lessee agrees to use and occupy the Properties at its own risk and hereby releases Lessor and Lessor’s agents and employees from all claims for any damage or injury to the full extent permitted by law except to the extent arising from the gross negligence or willful misconduct of VendorLessor. Lessee agrees that Lessor shall not be responsible or liable to Lessee or Lessee’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersemployees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsors, contributors and volunteers (collectively, personal injury or property damage occasioned by the “Releasees”), acts or omissions of and fromany other lessee or any other Person except to the extent arising from the gross negligence or willful misconduct of Lessor. Lessee agrees that any employee or agent to whom the Properties or any part thereof shall be entrusted by or on behalf of Lessee shall be acting as Lessee’s agent with respect to the Properties or any part thereof, and agrees not neither Lessor nor Lessor’s agents, employees or contractors shall be liable for any loss of or damage to sue the Releasees on account Properties or any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESpart thereof. Vendor further agrees to Lessee shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claimsLosses (excluding Losses suffered by an Indemnified Party arising out of the gross negligence or willful misconduct of such Indemnified Party; provided, demandshowever, losses, liabilities, damages, costs and expenses, including but that the term “gross negligence” shall not limited to reasonable attorney fees, for injury, death, loss or damage include gross negligence imputed as a matter of whatever nature Law to any person, property, or any other claim resulting from, arising out of, or of the Indemnified Parties solely by reason of Lessor’s interest in any way related Property or Lessor’s failure to (i)Vendoract in respect of matters which are or were the obligation of Lessee under this Lease) caused by, incurred or resulting from Lessee’s operations or by Lessee’s use and occupancy of the PremisesProperties, (ii)Vendor’s participation in prior to or during the EventLease Term, whether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or (iii)an act from any breach of, default under, or omission failure to perform, any term or provision of Vendorthis Lease by Lessee, its agentsofficers, employees, agents or independent contractors other Persons. It is expressly understood and agreed that Lessee’s obligations under this Section shall survive the expiration or anyone directly or indirectly employed by earlier termination of this Lease for any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESreason whatsoever.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the EventThe BUYER, Vendor hereby voluntarily assumes responsibility forfor itself, its successors and releasesassigns, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to shall indemnify, defend, defend and hold harmless the Releasees Town of Xxxxxx and its officers, employees, boards, commissions and committees from and against (a) any and all liabilities, losses, judgments, demands, damages, claims, costs or expenses, including reasonable attorneys’ fees or other professional fees, now or hereafter asserted by any governmental entity or third party (including but not limited to, occupiers of the Premises), resulting from or associated with the presence of any Hazardous Materials in, on, at, over, under, from, through, about or associated with the Premises or any abutting property not owned by the Town of Xxxxxx, where such other abutting property’s condition was caused by the migration of such Hazardous Materials from the Premises, and (b) any suit claiming property damages or a decrease in land values because of Hazardous Material that migrated from the Premises. This release and indemnification shall include any future claim against the Town of Xxxxxx by an individual for damages sustained because of injury or death caused by the condition of the Premises or caused by Hazardous Materials on abutting property when such Hazardous Materials migrated from the Premises. The BUYER shall release its rights to xxx the Town of Xxxxxx for any reason related to the condition of the Premises. This release and indemnification shall be by a deeded covenant running with the Premises. By accepting and recording this Deed, BUYER, for itself, its successors and assigns agrees: 1. to defend, indemnify and save SELLER harmless from and against any and all claims, demandsliabilities, losses, liabilities, damages, costs and expensesor expenses (including reasonable attorneys’ or other professional fees), including now or thereafter asserted by any governmental agency or third party (including, but not limited to, any occupiers of the Premises) resulting from the presence of Hazardous Materials on, in, at, over, under, from, through, about or associated with the Premises or on any abutting premises not owned by SELLER caused by migration of such Hazardous Materials from the Premises, or 2. not to reasonable attorney feesxxx (and not to encourage or assist others to xxx) or commence any action, for injuryclaim, death, loss counterclaim or damage of whatever nature to any person, propertycross-claim, or otherwise seek affirmative relief against SELLER arising out of the presence of Hazardous Materials on, in, at, over, under, from, through, about or associated with the Premises or on, in, at, over, under, from, through, about or associated with any other claim resulting frompremises not owned by Grantor because of migration of such Hazardous Materials from the Premises, arising out ofand 3. to comply with the terms of the existing Lease of the Premises between the Town of Xxxxxx, or by the Trustees of the Xxxxxx Public Library as Lessor and Discovery Schoolhouse, Inc. as Lessee, which Lease shall be assigned to the BUYER as Lessor upon recording of the deed to the Premises. The above releases, covenants and indemnities shall be included in all future deeds and shall run with the land. Any required response action related to the Premises required by a governmental authority shall be performed by Grantee, and its successors and assigns, at Grantee’s, and its successors’ and assigns’, sole cost and expense and shall be performed in accordance with Massachusetts General Laws Chapter 21E, the Massachusetts Contingency Plan, and any other Applicable Laws, defined below. For the purpose of this Deed, the term “Applicable Laws” with regard to environmental laws, means, without limitation, all state and/or Federal Laws, statutes, codes, acts, ordinances, orders, judgments, decrees, injunctions, rules, regulations, permits, licenses, authorizations, directions and requirements, of all governments, departments, and offices, relating in any way related to (i)Vendor’s use the control and/or abatement of environmental pollution and occupancy of the Premises, (ii)Vendor’s participation in the Event, environmental hazards that now or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by at any of them, or by anyone for whose acts or omissions any of them time hereafter may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESapplicable.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility forSublessee will save Sublessor harmless, and releaseswill exonerate, waivesdefend and indemnify Sublessor, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss liabilities or damage penalties asserted by or on behalf of whatever nature to any person, firm, corporation or public authority: (a) On account of or based upon any injury to person, or loss of or damage to property, sustained or occurring on the Premises on account of or based upon the act, omission, fault, negligence or misconduct of any person whomsoever (other than Sublessor); (b) On account of or based upon any injury to person, or loss of or damage to property, sustained or occurring elsewhere (other than on the Premises) in or about the Property (and, in particular, without limiting the generality of the foregoing, on or about the elevators, stairways, public corridors, sidewalks, approaches, areaways, or other appurtenances and facilities used in connection with the Property or the Premises) arising out of the use or occupancy of the Property or the Premises by the Sublessee, or by any person claiming by, through or under Sublessee, on account of or based upon the act, omission, fault, negligence or misconduct of all persons other than and those for whose conduct the Sublessor is legally responsible; (c) On account of or based upon (including monies due on account of) any work or thing whatsoever done (other than by Sublessor or its contractors, or agents or employees of either) on the Premises during the term of this Sublease and during the period of time, if any, prior to the commencement of the Term that Sublessee may have been given access to the Premises; and (d) On account of or resulting from the failure of Sublessee to perform and discharge any of its covenants and obligations under this Sublease and, in respect of any of the foregoing, from and against all costs, expenses (including reasonable attorneys' fees), and liabilities incurred in or in connection with any such claim, or any other claim resulting fromaction or proceeding brought thereon; and in case any action or proceeding be brought against Sublessor by reason of any such claim, arising out ofSublessee upon notice from Sublessor shall at Sublessee's expense resist or defend such action or proceeding and employ counsel therefor reasonably satisfactory to Sublessor, or it being agreed that such counsel as may act for insurance underwriters of Sublessee engaged in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may such defense shall be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESdeemed satisfactory.

Release and Indemnification. In consideration of Vendor’s acceptance The Leasee understands acknowledges and agrees to participate in assume all risks and hazards incidental to the Eventinstalling and occupying the Kiosk and Leased Area to serve customers for AREI. The Leasee does hereby agree to waive, Vendor hereby voluntarily assumes responsibility forrelease, absolve, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees covenants not to sue the Releasees on account any City, its mayor, commissioners, officers, employees, contractors, consultants, volunteers, representatives, attorneys and all liabilityagents, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against for any and all claims, demands, losses, liabilitiesincluding claims for equitable or injunctive relief, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage injury of whatever nature to any person, property, or any other claim kind resulting from, arising out of, from or in any way related arising directly or indirectly out of this Agreement and/or the Leasee's installing and the Kiosk and Leased Area to (i)Vendor’s use serve customers for AREI. The Leasee further promises and occupancy of agrees to indemnify, defend and hold harmless the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of VendorCity, its agentsmayor, commissioners, officers, employees, contractors, consultants, representatives, volunteers, attorneys and agents from and against all liability, claims and expense, including reasonable attorneys’ fees and costs, in connection with any and all claims whatsoever for personal or independent contractors bodily injury or anyone death, including loss of use, or property damage of any kind and character in connection with and arising directly or indirectly employed by out of this Agreement and/or the Leasee's installing and occupying the Kiosk and Leased Area to serve customers for AREI. This indemnity agreement encompasses all damages and claims, including claims for equitable or injunctive relief, arising out of the Leasee's installing and occupying the Kiosk and Leased Area to serve customers for AREI. This indemnification obligation shall survive the termination or expiration of this Agreement for any reason whatsoever. Notwithstanding the foregoing, nothing herein shall constitute a waiver of themimmunity or limitation of liability the City may have under the doctrine of sovereign immunity or Section 768.28, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESFlorida Statutes.

Release and Indemnification. In consideration of Vendor’s acceptance The Custodian shall not be liable for executing, failing to participate execute, or for any mistake in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out execution of, such request or instructions in any way connected, directly or indirectly, connection with the Event certification, release or Vendor’s participation shipment of any Loan Papers, except in the Eventcase of the gross negligence or willful misconduct of the Custodian. Seller hereby releases and agrees, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defendpay, defend and hold harmless the Releasees Custodian and each of its officers, directors, employees or agents (the “Indemnified Custodian Parties”) from and against any and all claims, demandsliabilities, obligations, losses, liabilities, damages, costs penalties, judgments, suits, costs, expenses and expensesdisbursements (including reasonable attorneys’ fees and disbursements) of any kind whatsoever which may be imposed upon, including but not limited incurred by or asserted against any of the Indemnified Custodian Parties in any way relating to reasonable attorney feesor arising out of this Custody Agreement or any of the transactions contemplated hereby, for injury, death, loss whether from the discretionary or damage nondiscretionary acts or omissions of whatever nature to any person, property, of the Indemnified Custodian Parties or any other claim resulting fromPerson, in whole or in part arising out of, or in of any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employeesany of the Indemnified Custodian Parties and based on any claim or theory of strict liability, or independent contractors sole, comparative or anyone directly contributory negligence, except for a particular Indemnified Custodian Party’s fraud, gross negligence or indirectly employed willful misconduct or a material breach of the Current Repurchase Agreement by any a particular Indemnified Custodian Party. The foregoing indemnification shall survive the termination or assignment of themthis Agreement and the resignation or removal of the Custodian hereunder. It is the Seller’s intention to hereby indemnify the Indemnified Custodian Parties against their own sole or concurrent ordinary negligence to the fullest extent allowed by law, or by anyone for whose acts or omissions any subject to the exceptions set forth in the second sentence of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Section 4.11.

Release and Indemnification. In consideration The Owner acknowledges that, in issuing Internal Revenue Service Form 8609 with respect to the Project, the Authority is relying or will rely upon information and representations given by or on behalf of Vendor’s acceptance the Owner and has made or will make no independent investigation and does not and will not have independent knowledge of the basis for such information and representations. Accordingly, to participate in induce the EventAuthority to issue the Form 8609, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, the Owner agrees as follows: (a) The Owner agrees to release and forever discharge the Decatur Chamber of Commerce and their respective boards of directorsAuthority, its members, employees, agents, officers, agents, employees, members, sponsors, contributors successors and volunteers (collectively, the “Releasees”), assigns of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, lossescauses of actions, liabilitiesjudgments and executions which Owner has or may hereafter have against the Authority, damageswhether in law or in equity, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss arising or damage of whatever nature to any person, property, or any other claim resulting from, arising out ofor on account of or pertaining to, whether directly or in any way related indirectly, the issuance of a Form 8609 with respect to the Project by the Authority. (i)Vendor’s use b) The Owner hereby agrees to indemnify, save harmless and occupancy of defend the PremisesAuthority, (ii)Vendor’s participation in the Eventand its members officers, or (iii)an act or omission of Vendor, its agents, employees, successors and assigns from any obligation, claim, loss, demand, cost, expense (including the costs of the investigation and settlement of any claim, and including reasonable attorney's fees) or independent contractors judgment against the Authority arising or anyone resulting from, or on account of or pertaining to, whether directly or indirectly employed indirectly, the Authority's issuance of a Form 8609 with respect to the Project. If any such claim is asserted, any indemnified party hereunder will give prompt notice to the Owner and will cooperate in the investigation and defense of any such claim. The Owner will assume the defense of any such asserted claim by engaging counsel approved by the indemnified party (which approval shall not be unreasonably withheld), it being understood that the indemnified party shall have the right to employ its own separate counsel and participate in such proceedings at its own cost and expense. (c) If the indemnification provided in subsection (b) is, for any reason, either unavailable to the Authority or any of them, the other persons intended to be indemnified thereby or by anyone for whose acts insufficient to hold it or omissions any of them may harmless, then the Owner hereby agrees to contribute to all amounts paid or payable by the Authority and such other persons as a result of any such obligation, claim, loss, demand, cost, expense, or judgment. The amount to be liablecontributed by the Owner shall be the amount that is appropriate to reflect both the relative benefits received by the Owner, WHETHER ARISING OUT OFon the one hand, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEand by the Authority and such other persons, JOINTon the other hand, CONCURRENTand the relative degrees of fault of the Owner, ACTIVEon the one hand, OR PASSIVE)and of the Authority and such other persons, GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESon the other hand.

Release and Indemnification. In consideration (a) Notwithstanding anything to the contrary in this Lease contained: (i) subject to Sections 8.7(a)(ii) and (iii), each of Vendor’s acceptance the Landlord and Tenant hereby releases the other and waives all claims against the other and those for whom the other is in law responsible with respect to participate occurrences insured against or required to be insured against by the releasing party, whether any such claims arise as a result of the negligence or otherwise of the other or those for whom it is in law responsible (in the Eventcase of the Landlord, Vendor hereby voluntarily assumes responsibility forthe Landlord's Employees and, in the case of the Tenant, the Tenant's Employees); (ii) such release and releaseswaiver shall be effective only to the extent of proceeds of insurance received by the releasing party and proceeds which would have been received if the releasing party obtained all insurance required to be obtained by it under this Lease and for this purpose deductible amounts shall be deemed to be proceeds of insurance received; (iii) notwithstanding anything to the contrary in this Section 8.7(a), waivesthe Landlord and Tenant shall each be liable to any third person (being any person other than the Landlord, acquitsthe Landlord's Employees, and forever the Decatur Chamber Tenant or the Tenant's Employees) to the extent of Commerce and their respective boards fault or negligence and each shall be entitled to full indemnity and contribution from the other to the extent of directorsthe other's fault or negligence. (b) To the extent not released under Section 8.7(a), each party shall indemnify and save harmless the other from all liabilities, damages, losses or expenses arising out of: (i) any breach, violation or non-performance by the indemnifying party of any covenant, condition or agreement in this Lease on the part of the indemnifying party to be observed or performed; (ii) any contract, lien or mortgage on the Project, the Property or the Premises and any loss, cost or expense arising from or occasioned by the act, default or negligence of the indemnifying party, its officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agentsservants, employees, contractors, customers, invitees or independent contractors licensees; and (iii) any obligation of the indemnifying party arising or anyone directly outstanding upon the expiration or indirectly employed by any earlier termination of themthis Lease. Such indemnity shall survive the termination of this Lease, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESanything to the contrary notwithstanding.

Release and Indemnification. In Upon the Effective Date, Plaintiffs and every Class Member, including each and every one of their respective past, present or future employees, agents, representatives, attorneys, heirs, successors, assigns, or any other person acting on their behalf or for their benefit, or any person claiming through them, who has not in a timely fashion excluded themselves by the means proscribed in paragraph 12 below (collectively “Releasors”), in consideration of Vendor’s acceptance to participate the relief set forth in the EventSettlement Agreement, Vendor hereby voluntarily assumes responsibility forfully and finally release and discharge Teen Challenge, its parents, subsidiaries, and releases, waives, acquitsaffiliates, and forever the Decatur Chamber all of Commerce their present, former and their respective boards of directors, future officers, agentsdirectors, employees, members, sponsorsshareholders, contributors general partners, limited partners, beneficiaries, agents, attorneys, representatives, affiliates, predecessors, successors, assigns, insurers, reinsurers, and volunteers legal representatives (collectively, with all the foregoing released parties in this paragraph being collectively referred to as the “ReleaseesReleased Parties”), from all causes of and fromaction, and agrees not to sue the Releasees on account any and all liability, demands, lossessuits, claims, and damages of every kind whether now or hereafter existingdemands, arising out ofin law or in equity, known or unknown at this time, which Releasors, or any of them, now have, did have, or may have in the future against the Released Parties, or any way connectedof them, directly under any legal theory, whether or indirectlynot alleged, related to or arising from or related to the claims articulated by Plaintiffs in their Class Action Complaint and pertaining to the Incident. The claims released in this paragraph are referred to as the “Released Claims.” Plaintiffs and Class Members waive any principles of law similar to and including Section 1542 of the California Civil Code, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. Plaintiffs and Class Members agree that Section 1542 and all similar federal or state laws, rules, or legal principles of any other jurisdiction are knowingly and voluntarily waived in connection with the Event or Vendor’s participation claims released in the EventSettlement Agreement and agree that this is an essential term of the Settlement Agreement. Plaintiffs and Class Members acknowledge that they may later discover claims presently unknown or suspected, WHETHER ARISING OUT OFor facts in addition to or different from those that they now believe to be true with respect to the matters released in the Settlement Agreement. Nevertheless, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE Plaintiffs and Class Members fully, finally, and forever settle and release the Released Claims against the Released Parties. If Plaintiffs or any Class Member (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVEexcept those who timely opt out), GROSS NEGLIGENCEor someone acting on their behalf, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further violate this Paragraph 8 and assert a Released Claim against a Released Party, he or she agrees to indemnify, defend, and hold harmless indemnify the Releasees from and Released Party against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney attorneys’ fees, for injury, death, loss or damage that the Released Party incurs to seek enforcement of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Paragraph 8.

Release and Indemnification. (a) In consideration of Vendor’s acceptance the execution and delivery of this Agreement by the Lenders and the Administrative Agent and the Lenders’ agreement to participate extend the Advances to the Borrower in the Event, Vendor hereby voluntarily assumes responsibility foraccordance with, and releasessubject to, waivesthe terms and conditions set forth herein, acquitsthe Borrower hereby (i) releases the Lenders, the Administrative Agent, each Affiliate of the Lenders and the Administrative Agent, and forever each of the Decatur Chamber of Commerce and their respective boards of partners, directors, officers, agentsshareholders, employees, members, sponsors, contributors attorneys and volunteers agents of the Lenders and the Administrative Agent and each such Affiliate (collectivelythe Lenders, the Administrative Agent, together with such other Persons, being herein collectively referred to as the “ReleaseesLender Parties” and each individually as a “Lender Party”)) from all Claims for loss or damage caused by any act or omission on the part of any of them, of and fromINCLUDING, and agrees not to sue the Releasees on account any and all liabilityWITHOUT LIMITATION, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED THOSE ATTRIBUTABLE TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT STRICT LIABILITY OF ANY OF THE RELEASEES. Vendor further agrees to indemnifySUCH LENDER PARTY, defendexcept for any such loss or damage caused by the gross negligence or willful misconduct of any such Lender Party and (ii) indemnifies, exonerates and hold holds each such Lender Party free and harmless the Releasees from and against any and all claimsClaims incurred by the Lender Parties (irrespective of whether such Lender Party is a party to the action for which indemnification hereunder is sought), demandsINCLUDING, lossesWITHOUT LIMITATION, liabilitiesTHOSE ATTRIBUTABLE TO THE NEGLIGENCE OR STRICT LIABILITY OF ANY SUCH LENDER PARTY, damagesbut excluding any Claims caused by the gross negligence or willful misconduct of any such Lender Party, costs in the case of each of clauses (i) and expenses(ii) above, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, propertyas a result of, or any other claim resulting from, arising out of, or relating to the execution, delivery or performance of this Agreement or any other Loan Document by the Lender Parties or by any other Person or the making of the Advances. To the extent permitted by applicable law, the Lender Parties shall not have any liability with respect to, and the Borrower hereby waives, releases and agrees not to xxx any of them upon, any Claim for any special, incidental or consequential damages suffered or incurred by the Lender Party or the Borrower in connection with, arising out of or in any way related to (i)Vendor’s use and occupancy this Agreement, or any other Loan Document or any agreement, instrument or other document relating thereto or to any of the Premises, (ii)Vendor’s participation in the EventObligations, or (iii)an act or omission any of Vendor, its agents, employeesthe transactions contemplated by this Agreement, or independent contractors any other Loan Document or anyone directly any such other agreement, instrument or indirectly employed other document. To the extent permitted by applicable law, the Borrower hereby waives, releases and agrees not to xxx the Lender Parties for exemplary or punitive damages in respect of any Claim in connection with, arising out of or any way related to this Agreement, any other Loan Document or any other agreement, instrument or other document relating thereto or to any of themthe Obligations, or by anyone for whose acts or omissions any of them may be liablethe transactions contemplated by this Agreement or any other Loan Document or any such other agreement, WHETHER ARISING OUT OFinstrument or other document. (b) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ATTRIBUTED THE BORROWER HEREBY FURTHER EXPRESSLY RELEASES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH LENDER PARTY FROM ALL CLAIMS (AS DEFINED IN THIS AGREEMENT) FOR LOSS OR CAUSED OR ALLEGED TO HAVE BEEN DAMAGE, DESCRIBED ABOVE, CAUSED BY AN ACT OR OMISSION ON THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT PART OF ANY OF THEM ATTRIBUTABLE TO THE RELEASEESORDINARY NEGLIGENCE (WHETHER SOLE OR CONTRIBUTORY) OR STRICT LIABILITY OF ANY SUCH LENDER PARTY, AND INDEMNIFIES, EXONERATES AND HOLDS EACH LENDER PARTY FREE AND HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS (AS DEFINED IN THIS AGREEMENT), DESCRIBED ABOVE, INCURRED BY ANY LENDER PARTY (IRRESPECTIVE OF WHETHER SUCH LENDER PARTY IS A PARTY TO THE ACTION FOR WHICH INDEMNIFICATION HEREUNDER IS SOUGHT) ATTRIBUTABLE TO THE ORDINARY NEGLIGENCE (WHETHER SOLE OR CONTRIBUTORY) OR STRICT LIABILITY OF ANY LENDER PARTY. (c) The agreements in this Section 9.12 and Article IX shall survive the Termination Date and the satisfaction in full of all of the Borrower’s Obligations hereunder and under the other Loan Documents.

Release and Indemnification. In consideration The Borrower and each of Vendor’s acceptance to participate in the Event, Vendor Guarantors hereby voluntarily assumes responsibility foracknowledges and confirms that (i) it does not have any grounds, and hereby agrees not to challenge (or to allege or to pursue any matter, cause or claim arising under or with respect to), in any case based upon acts or omissions of the Administrative Agent or any of the Banks occurring prior to the date hereof or facts otherwise known to it as of the date hereof, the effectiveness, genuiness, validity, collectibility or enforceability of the Credit Agreement or any of the other Loan Documents, the obligations of the Borrower or any Guarantor under the Loan Documents, the Liens securing such obligations, or any of the terms or conditions of any Loan Document (it being understood that such acknowledgement and confirmation does not preclude the Borrower or the Guarantors from challenging the Administrative Agent's or any Bank's interpretation of any term or provision of the Credit Agreement or other Loan Document) and (ii) it does not possess (and hereby forever waives, remises, releases, waivesdischarges and holds harmless the Banks, acquits, and forever the Decatur Chamber of Commerce Administrative Agent and their respective boards of affiliates, stockholders, directors, officers, agents, employees, membersattorneys, sponsorsagents and representatives and each of their respective heirs, contributors executors, administrators, successors and volunteers assigns (collectively, the “Releasees”), of "Indemnified Parties") from and fromagainst, and agrees not to sue the Releasees on account allege or pursue) any action, cause of action, suit, debt, claim, counterclaim, cross-claim, demand, defense, offset, opposition, demand and other right of action whatsoever, whether in law, equity or otherwise (which it, all liabilitythose claiming by, demands, losses, claims, and damages of every kind whether now through or hereafter existing, arising out ofunder it, or in any way connectedits successors or assigns, directly have or indirectly, with may have) against the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, propertyIndemnified Parties, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, by reason of, any matter, cause or by anyone for whose acts thing whatsoever, with respect to events or omissions occurring or arising on or prior to the date hereof and relating to the Credit Agreement or any of them may be liablethe other Loan Documents (including, WHETHER ARISING OUT OFwithout limitation, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEwith respect to the payment, JOINTperformance, CONCURRENTvalidity or enforceability of the obligations of the Borrower or any Guarantor under the Loan Documents, ACTIVEthe Liens securing such obligations or any or all of the terms or conditions of any Loan Document) or any transaction relating thereto; provided, OR PASSIVE)however, GROSS NEGLIGENCEthat neither the Borrower nor any Guarantor hereby releases or holds harmless any Indemnified Party for actions or omissions by any such Indemnified Party constituting, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESor losses or expenses directly resulting from, the gross negligence or willful misconduct of such Indemnified Party.

Release and Indemnification. In consideration A) The terms of Vendor’s acceptance this Article shall apply to participate in claims or causes of action which (1) arise out of the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation 2) arise out of the use of any steps, ladders, ramps, and/or loading docks, (3) arise during the Term or any period during which the Tenant is in possession of the EventPremises, B) The Tenant releases the Landlord, its employees, and its agents from any claim or cause of action by the Tenant for any injury, death, damage, loss, liability or expense, including without limitation, any claim for personal injury or property damage unless same are due to the acts or negligence of Landlord, or (iii)an act its employees or omission of Vendorits agents. C) The Tenant shall defend, indemnify, and hold the Landlord, its agents, employees, and its agents harmless from any claim or independent contractors or anyone directly or indirectly employed cause of action by any person, other than the Tenant or any person or entity holding the Tenant's interest under this lease, for any injury, death, damage, loss, liability or expense, including without limitation, any claim for personal injury or property damage unless same are due to the acts or negligence of themLandlord, or by anyone for whose acts its employees or omissions its agents. D) The terms of this Article shall apply only to direct damages, compensatory damage, fines, reasonable attorneys' fees, court costs, and cost of suit, interest. E) The "claims or causes of actions" referenced hereinabove in this Article shall include the following causes or events: a) the defective or damaged condition of any part of the Premises b) the stoppage, malfunction, or breakdown of any of them may be liablethe mechanical systems within the Premises c) the stoppage, WHETHER ARISING OUT OFreduction, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEmalfunction, JOINTor breakdown of any utility service within the Premises; d) the active or passive negligence of any person, CONCURRENTexcept the Landlord, ACTIVEits employees, OR PASSIVE)and its agents to the extend such active or passive negligence of any such person is covered by Tenant's insurance coverage. e) an Act of God, GROSS NEGLIGENCEforce majeure, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESor weather condition, including, without limitation, temperature, dampness, humidity, wind, rain, lightning, sleet, snow, hail, ice, flood, tornado, hurricane, or earthquake to the extent the same are covered by Tenant's insurance coverage. f) falling objects, water, steam, fire, smoke, explosion, vermin, strike, riot, insurrection, public enemy, or war to the extent same are covered by Tenant's insurance coverage.

Release and Indemnification. In consideration The Pledgor releases and will defend and indemnify the Pledgee and any of Vendor’s acceptance to participate in the Eventits affiliates, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agentsmembers, managers, employees, membersagents, sponsorstrustees, contributors and volunteers representatives, attorneys, attorney-in-fact, accountants or other advisors (collectively, the “ReleaseesIndemnitees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees ) from and against any and all claims, demandsactions, lossesproceedings, damages, liabilities, damagesand expenses of every kind, costs and expenseswhether known or unknown, including but not limited to reasonable attorney attorney’s fees, resulting from or arising out of: (i) any reasonable action that the Pledgee takes to perfect or continue the Pledgee’s security interest in the Collateral; (ii) the exercise of any remedy available to the Pledgee under the Securities Transfer Agreement or this Agreement (except for injuryany fraud or willful and intentional malfeasance on the part of such Indemnitee) and whether such action is brought by the Pledgor, death, loss or damage of whatever nature to any person, property, the Pledgee or any other claim resulting fromparty; or (iii) any investigative, arising out ofadministrative or judicial proceeding, whether or not the Pledgee shall be designated a party thereto (but not including any such proceeding initiated by or on behalf of the Pledgor with respect to breaches of Pledgees obligations hereunder), which may be imposed on, incurred by or asserted against such Indemnitee as a result of or in connection with this Agreement the Securities Transfer Agreement or the transactions contemplated thereby (except for any way related to (i)Vendor’s use fraud or willful and occupancy intentional malfeasance on the part of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission such Indemnitee). This Section 7(a) shall survive termination of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Agreement.

Release and Indemnification. In consideration Company and each Subsidiary --------------------------- Guarantor releases Bank (and each director, officer, employee and agent of Vendor’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and Bank) from, and agrees not to sue the Releasees on account any will jointly and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, severally indemnify and hold Bank (and each director, officer, employee and agent of Bank) harmless the Releasees from and against any and all claimsliabilities, demandsobligations, losses, damages, penalties, actions, judgments, suits, costs, expenses and disbursements of any kind or nature whatsoever, whether now existing or hereafter arising, and regardless by whom asserted or imposed, which arise out of, result from, or are otherwise connected with the transactions contemplated by this Agreement, the other Loan Documents, and any of the rights or remedies of Bank hereunder or thereunder unless and only to the extent that it shall be finally judicially determined that such liabilities, obligations, losses, damages, costs penalties, actions, judgments, suits, costs, expenses and expensesdisbursements resulted primarily from the negligence or willful misconduct of the Bank. Company and each Subsidiary Guarantor will jointly or severally pay or reimburse all legal or other expenses reasonably incurred by Bank (and each director, including but officer, employee and agent of Bank) in connection with the investigation or defense of any action or proceeding (whether or not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature resulting in liability) with respect to any personsuch liabilities, propertyobligations, losses, damages, penalties, costs, expenses or any disbursements in respect of which indemnity may be sought pursuant to this subsection. The covenants of Company and Subsidiary Guarantors contained in this subsection shall survive the execution of this Agreement and the other claim resulting from, arising out of, or in any way related to (i)Vendor’s use Loan Documents and occupancy the repayment of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESIndebtedness hereunder and thereunder.

Release and Indemnification. In consideration (a) As of Vendor’s acceptance to participate the Effective Time (as defined in the EventMerger Agreement), Vendor hereby voluntarily assumes responsibility forthe Company irrevocably and unconditionally releases, waives and forever discharges Consultant, and releaseshis successors, waivesheirs, acquitslegatees and legal representatives, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account from any and all liability, demands, lossescauses of action, claims, damages, judgments and damages of every kind whether now or hereafter existing, agreements arising out ofof claims by the Company and its subsidiaries or their direct and indirect stockholders (but only such stockholders from and after the Effective Time (as defined below)) relating to the calculation of Consultant’s Change in Control payment in accordance with paragraph 9 hereof, whether known or unknown, express or implied in any way connectedcontract, directly federal, state or indirectlylocal statute, with executive order, law, common law, ordinance, tort or otherwise. (b) As of the Event or Vendor’s participation Effective Time (as defined in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVEMerger Agreement), GROSS NEGLIGENCEConsultant irrevocably and unconditionally releases, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further waives and forever discharges the Company and its subsidiaries and their direct and indirect stockholders (but only such stockholders from and after the Effective Time) from any and all causes of action, claims, damages, judgments and agreements arising out of claims by the Consultant, and his successors, heirs, legatees and legal representatives, relating to the calculation of Consultant’s Change in Control payment in accordance with paragraph 9 hereof, whether known or unknown, express or implied in contract, federal, state or local statute, executive order, law, common law, ordinance, tort or otherwise. (c) The Company agrees to indemnify, defendindemnify and hold Consultant, and hold his successors, heirs, legatees and legal representatives, harmless the Releasees from and against any and all claims, demandsdamages, losses, liabilities, obligations, claims of any kind, interest and expenses (including without limitation, reasonable attorneys fees and expenses) suffered, incurred or paid in connection with or arising out of any claims by the Company and its subsidiaries or their direct and indirect stockholders (but only such stockholders from and after the Effective Time) relating to the calculation of Consultant’s Change in Control payment in accordance with paragraph 9 hereof. (d) Consultant agrees to indemnify and hold the Company and its subsidiaries and their direct and indirect stockholders (but only such stockholders from and after the Effective Time) harmless from and against any damages, costs losses, liabilities, obligations, claims of any kind, interest and expenses (including without limitation, reasonable attorneys fees and expenses) suffered, including but not limited to reasonable attorney fees, for injury, death, loss incurred or damage of whatever nature to any person, property, paid in connection with or any other claim resulting from, arising out ofof any claims by Consultant, or and his successors, heirs, legatees and legal representatives, the calculation of Consultant’s Change in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation Control payment in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESaccordance with paragraph 9 hereof.”

Release and Indemnification. In consideration The Owner acknowledges that, in making the Carryover Allocation, the Authority relied upon information and representations given by or on behalf of Vendor’s acceptance the Owner and has made no independent investigation and does not have independent knowledge of the basis for such information and representations. Accordingly, to participate induce the Authority to make the Carryover Allocation, the Owner agrees as follows: The Owner hereby agrees to release and forever discharge the Authority, its members, employees, agents, officers, successors and assigns of and from any and all claims, demands, causes of actions, judgments and executions which any of the Owners has or may hereafter have against the Authority or any such other persons, whether in law or in equity, arising or resulting from, or on account of or pertaining to, whether directly or indirectly, the EventAuthority's making of the Carryover Allocation. The Owner hereby agrees to indemnify, Vendor hereby voluntarily assumes responsibility forsave harmless and defend the Authority, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsits members, officers, agents, employees, memberssuccessors and assigns from any obligation, sponsorsclaim, contributors loss, demand, cost, expense (including the costs of the investigation and volunteers (collectivelysettlement of any claim, and including reasonable attorney's fees) or judgment against the “Releasees”), of and Authority arising or resulting from, and agrees not to sue the Releasees or on account any and all liabilityof or pertaining to, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation Authority's making of the Carryover Allocation. If any such claim is asserted, any indemnified party hereunder will give prompt notice to the Owner and will cooperate in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE investigation and defense of any such claim. The Owner will assume the defense of any such asserted claim by engaging counsel approved by the indemnified party (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVEwhich approval shall not be unreasonably withheld), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESit being understood that the indemnified party shall have the right to employ its own separate counsel and participate in such proceedings at its own cost and expense. Vendor further agrees to indemnify, defend, and hold harmless If the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney feesindemnification provided in subsection (b) is, for injuryany reason, death, loss or damage of whatever nature either unavailable to any person, property, the Authority or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, other persons intended to be indemnified thereby or (iii)an act insufficient to hold it or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may harmless, then the Owner hereby agrees to contribute to all amounts paid or payable by the Authority and such other persons as a result of any such obligation, claim, loss, demand, cost, expense, or judgment. The amount to be liablecontributed by the Owner shall be the amount that is appropriate to reflect both the relative benefits received by the Owner, WHETHER ARISING OUT OFon the one hand, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEand by the Authority and such other persons, JOINTon the other hand, CONCURRENTand the relative degrees of fault of the Owner, ACTIVEon the one hand, OR PASSIVE)and of the Authority and such other persons, GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESon the other hand.

Release and Indemnification. In consideration of Vendor’s acceptance Rockford agrees to participate in the Eventrelease, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, remise and forever the Decatur Chamber acquit 3G and each and all of Commerce and their respective boards of directors, officers, agents, its employees, membersrepresentatives and associates, sponsorsincluding Suttxx, contributors and volunteers (collectively, xxrking on the “Releasees”), of and from, and agrees not to sue the Releasees on account Rockford engagement from any and all liabilitylegal or equitable liability to it, demandswhether undertaken hereunder or pursuant to the Letter Agreement, lossesso long as such liability arises out of any action, claimsor failure to take action, on Rockford's behalf which 3G or any of its employees, representatives, and damages associates believed in good faith to be in Rockford's best interest and not in contravention of every kind whether now this Contract or hereafter existingthe Agreement. In addition, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further Rockford agrees to indemnifyexonerate, defend, indemnify and hold harmless the Releasees 3G, its employees, representatives and associates, including Suttxx (xx "Indemnified Party"), from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney all legal fees, for injurycourt costs, deathand out-of-pocket expenses (a "Loss") in any way arising out of or in connection with an Indemnified Party's activities on Rockford's behalf and asserted against an Indemnified Party by Rockford, loss any of its officers, Directors, debenture owners or damage of whatever nature to any person, propertystockholders, or any other claim resulting fromperson, arising so long as such Loss arises out ofof any action, or failure to take action, on Rockford's behalf which the Indemnified Party in good faith believed to be in Rockford's best interest. In the event of a claim of Loss the Indemnified Party shall notify Rockford promptly of the claim and Rockford shall advance expenses incurred in connection with the claim on behalf of the Indemnified Party. Rockford may decline to advance expenses if its Board of Directors determines, in good faith and within 30 days after receiving notice of the claim from the Indemnified Party, that the Indemnified Party is not entitled to indemnification under the circumstances; however, such determination shall not be binding upon the Indemnified Party in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone action for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEES.indemnification hereunder. Rockford shall be

Release and Indemnification. In consideration Lessee agrees to use and occupy the Property at its own risk and hereby releases Lessor and Lessor’s agents and employees from all claims for any damage or injury (except to the extent caused by the negligent or intentional acts or omissions of VendorLessor or Lessor’s acceptance Representatives) to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersfull extent permitted by Law. Lessee agrees that Lessor shall not be responsible or liable to Lessee or Lessee’s employees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsors, contributors and volunteers personal injury or property damage occasioned by the acts or omissions of any other lessee or any other Person (collectively, other than any of Lessor’s Representatives). Lessee agrees that any employee or agent to whom the “Releasees”), Property or any part thereof shall be entrusted by or on behalf of and fromLessee shall be acting as Lessee’s agent with respect to the Property or any part thereof, and agrees not neither Lessor nor Lessor’s agents, employees or contractors shall be liable for any loss of or damage to sue the Releasees on account Property or any and all liability, demands, losses, claims, and damages part thereof (except to the extent caused by the negligent or intentional acts or omissions of every kind whether now Lessor or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or VendorLessor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVERepresentatives), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to Lessee shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, Losses (excluding Losses suffered by an Indemnified Party arising out ofof the negligence or willful misconduct of such Indemnified Party) caused by, incurred or in any way related to (i)Vendorresulting from Lessee’s operations or by Lessee’s use and occupancy of the PremisesProperty, (ii)Vendor’s participation in the Eventwhether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or (iii)an act from any breach of, default under, or omission failure to perform, any term or provision of Vendorthis Lease by Lessee, its agentsofficers, employees, agents or independent contractors other Persons. It is expressly understood and agreed that Lessee’s obligations under this Section shall survive the expiration or anyone directly or indirectly employed by earlier termination of this Lease for any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESreason whatsoever.

Release and Indemnification. In consideration (a) To the extent not expressly prohibited by law, Sublessee releases Sublessor and its agents, servants, and employees, from, and waives all claims for damages to person and property sustained by Sublessee or by any occupant of Vendor’s acceptance the Premises or by any other person, resulting directly or indirectly from, fire or other casualty, cause, or any existing or future condition, defect, matter, or thing in or about the Premises, or the Building, or any part of it, or from any equipment or appurtenance therein, or from any accident in or about the Premises or the Building, or from any act or neglect of Sublessor, or its agents, servants and employees, or of any other person. This Paragraph 13 shall apply especially, but not exclusively, to participate damage caused by water, snow, frost, steam, excessive heat or cold, sewerage, gas, odors, or noise, or the bursting or leaking of pipes or plumbing fixtures, broken glass, sprinkling or air conditioning devices or equipment, or flooding of basements, and shall apply without distinction as to the person whose act or neglect was responsible for the damage and whether the damage was due to any of the acts specifically enumerated above, or from any other thing or circumstance, whether of a like nature or of a wholly different nature. All personal property belonging to Sublessee or any occupant of the Premises that is in the EventPremises or the Building shall be there at the risk of Sublessee only and Sublessor shall not be liable for damage thereto or theft or misappropriation thereof. Notwithstanding the foregoing, Vendor hereby voluntarily assumes responsibility forthis release shall not operate as a release of Sublessor from liability for the negligent or intentionally wrongful conduct of Sublessor (or its agents, servants or employees, or of any other person). (b) To the extent not expressly prohibited by law, Sublessee agrees to defend and releaseshold Sublessor and its agents, waivesservants, acquitspartners, and forever the Decatur Chamber of Commerce and their respective boards of directorsmembers, principals, shareholders, contractors, officers, agents, employees, members, sponsors, contributors directors and volunteers employees (collectively, the “ReleaseesIndemnitees”), harmless and to indemnify each of them from and from, and agrees not to sue the Releasees on account any and against (i) all liability, demandsclaims, losses, claims, costs and damages (collectively “Losses”) of every kind whether now whatever nature incurred by the Indemnitees arising from any act, omission or hereafter existingnegligence of Sublessee, its contractors, licensees, agents, servants, employees, invitees or visitors, (ii) all Losses incurred by the Indemnitees arising out offrom any accident, injury or in damage whatsoever caused to any way connected, directly person or indirectly, with to the Event or Vendor’s participation property of any person and occurring during the Sublease Term in the EventPremises, WHETHER ARISING OUT OF(iii) all Losses incurred by the Indemnitees arising from any accident, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE injury or damage occurring outside the Premises, where such accident, injury or damage results or is claimed to have resulted from an act, omission or negligence of Sublessee or Sublessee’s agents, employees, invitees or visitors and (SOLEiv) all Losses incurred by the Indemnitees arising from any breach, JOINTviolation or nonperformance of any covenant, CONCURRENTcondition or agreement in this Sublease or under the Prime Lease set forth and contained on the part of Sublessee to be fulfilled, ACTIVE OR PASSIVEkept, observed and performed (including, without limitation, holding over in the Premises after the end of the Sublease Term), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, This indemnity and hold harmless the Releasees agreement shall include indemnity from and against any and all claimsliability, fines, suits, demands, lossescosts and expenses of any kind or nature (including, liabilitieswithout limitation, damagesattorneys’ fees and disbursements) incurred in or in connection with any such Losses or proceeding brought thereon, and the defense thereof. Notwithstanding the foregoing provisions of this Paragraph 13(b), Sublessee shall not be required to indemnify any of the Indemnitees to the extent the indemnified claim or Loss is a result of the negligence or willful misconduct of any of the Indemnitees. (c) To the extent not expressly prohibited by law, Sublessor agrees to defend and hold Sublessee and its agents, servants, partners, contractors, principals, shareholders, officers, directors and employees (collectively, the “Sublessee Indemnitees”), harmless and to indemnify each of them from and against all Losses of whatever nature against the Sublessee Indemnitees arising from the negligence or willful misconduct of Sublessor, its contractors, licensees, agents, servants, employees, invitees or visitors. This indemnity and hold harmless agreement shall include indemnity from and against any and all liability, fines, suits, demands, costs and expensesexpenses of any kind or nature (including, including but without limitation, attorneys’ fees and disbursements) incurred in or in connection with any such Losses or proceeding brought thereon, and the defense thereof. Notwithstanding the foregoing provisions of this Paragraph 13(c), Sublessee shall not limited be required to reasonable attorney fees, for injury, death, loss indemnify any of the Indemnitees to the extent the indemnified claim or damage Loss is a result of whatever nature to the negligence or willful misconduct of any person, property, or of the Sublessee Indemnitees. (d) The provisions of this Paragraph 13 (together with the indemnifications set forth in any other claim resulting from, arising out of, section of this Sublease) shall survive the expiration or in any way related to (i)Vendor’s use and occupancy earlier termination of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Sublease.

Release and Indemnification. In consideration I, Adopter, understand that I am 100% responsible for the behavior of Vendorthe Dog and accept full legal and financial responsibility for the Dog and the Dog’s acceptance to participate in actions. The Adopter, for the EventAdopter and the Adopter’s heirs, Vendor hereby voluntarily assumes responsibility forexecutors, personal representatives, and releasesassigns (collectively the “Releasing Parties”), waivesagrees to release NLAR, acquitsits founders, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, employees, agents, employeesrepresentatives, memberscontractors, sponsorsvolunteers, contributors successors, and volunteers assigns (collectively, collectively the “ReleaseesReleased Parties”), of and from, and agrees not to sue the Releasees on account any and ) from all liability, demandsloss, lossesdamage, injury, or claims, including but not limited to attorney’s fees and damages of every kind whether now or hereafter existingother litigation costs, arising out offrom this adoption, or in any way connectedthis Contract, directly or indirectlyand the Dog (“Covered Claims”). The Adopter, with for the Event or Vendor’s participation in the EventAdopter and all Releasing Parties, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defendindemnify and hold NLAR and the Released Parties harmless for all Covered Claims, and hold harmless to cover all reasonable legal fees and other expenses incurred by NLAR and the Releasees from Released Parties in investigating and defending against any and all claims, demands, losses, liabilities, damages, costs and expensesCovered Claims, including but not limited to reasonable attorney feesattorney’s fees and costs. (initial) 4. HEALTH AND CONDITION: I, Adopter, understand that NLAR does not place any animal that it actually knows to be sick or injured, unless the condition is fully disclosed to the Adopter. I am aware that the Dog I am adopting comes from a shelter, xxxxxx home or owner surrender with limited resources and that NLAR is under no obligation to provide the Dog with a full medical exam prior to adoption. As a result, sickness, injury and disability may exist unbeknownst to NLAR. NLAR is not responsible for injurypayment of any vet care, deathincluding known and unknown medical conditions, loss once I adopt the Dog. If the Dog has a medical condition or damage injury that I cannot, or choose to not to, have treated by a veterinarian, I must immediately contact NLAR and return the Dog. In the event of whatever nature such a return, I hereby waive my right to any personfees paid to NLAR in connection of the adoption of the Dog. For Special Need Adoptions (behavior or medical), propertysee Special Needs Addendum. (initial) 5. CONTINUED OBLIGATIONS: I, Adopter, agree I will not: (a) give the Dog away for the purpose of relinquishing responsibility for the Dog; (b) surrender the Dog to a shelter or other releasing agency; or (c) release the Dog into the wild or otherwise abandon the Dog under any circumstance. If I am unable to care for Dog at any time, I will contact NLAR immediately and return the Dog to NLAR immediately. Failure to do so constitutes a material breach of this Contract and may result in legal action. In the event of such return, I hereby waive my right to any fees paid to NLAR in connection of the adoption of the Dog. (initial) 6. IMPROPER CARE: I, Adopter, agree I am accepting the Dog as a family pet and I will not keep the Dog as outdoor pets (to include but not limited to chained outdoors, tethered outdoors, attached to trolley systems outdoors, or any other claim resulting fromuse for breeding, arising out ofmedical experimental purposes, or in any way related animal fighting). I, Adopter, further agree I will never allow the Dog to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation ride in the Eventopen bed of a pickup truck, leave the Dog unattended in a vehicle for any period of time, nor use or train the Dog as an attack or guard animal. (iii)an act or omission of Vendorinitial) 7. PROPER CARE: I, its agentsAdopter, employeesagree to provide proper and humane care to the Dog, or independent contractors or anyone directly or indirectly employed by any of themincluding but not limited to daily adequate food, or by anyone for whose acts or omissions any of them may fresh water, shelter, exercise, human companionship and all other necessities. I agree I will keep an ID tag on the Dog) at all times. The Dog will be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESan indoor pet only.

Release and Indemnification. In consideration the performance of VendorDuff & Phelps’s acceptance Services under this Agreement, neither Duff & Xxxxxx nor any of its members, principals, officers or employees shall be liable to participate the Company or any member, principal, officer, employee, shareholder or agent of the Company, for any claim, liability, cost, damage or expense (including reasonable attorneys’ fees) the Company or any member, principal, officer, employee, shareholder or agent of the Company, may incur, except to the extent that any such claim, liability, cost, damage or expense is caused by acts or omissions of Duff & Xxxxxx which constitute (a) gross negligence, willful malfeasance , fraud or bad faith , (b) violation of applicable law, or (c) material breach of this Agreement. Except to the extent provided in the Eventpreceding paragraph, Vendor the Company hereby voluntarily assumes responsibility foragrees to indemnify, hold harmless and releasesdefend Duff & Xxxxxx and each of its members, waivesprincipals, acquitsofficers and employees from and against all claims, liabilities, costs, damages and forever expenses (including reasonable attorneys’ fees) arising out of or incurred as a result of the Decatur Chamber Services performed hereunder. Duff & Xxxxxx hereby agrees to indemnify, hold harmless and defend the Company and each of Commerce and their respective boards of its directors, officers, agents, employees, members, sponsors, contributors employees and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees stockholders from and against any and all claims, demands, lossesclaims , liabilities, damagescosts, damages and expenses (including reasonable attorneys’ fees) arising out of or incurred as a result of Duff & Phelps’s (a) xxxxx negligence, willful misfeasance, fraud or bad faith in the performance of the Services under this Agreement, (b) violation of applicable law, or (c) material breach of this Agreement. Further, in no event shall Duff & Xxxxxx be liable to the Company, whether a claim be in tort, contract or otherwise (a) for any amount in excess of two (2) times the total professional fees paid by the Company to Duff & Xxxxxx under this Agreement, or (b) for any claim by the Company for consequential, indirect, lost profit or similar damages and related costs and expenses (including reasonable attorneys’ fees) relating to Duff & Phelps’s Services provided under this Agreement or arising out of this Agreement. Promptly after receipt by an indemnified party under this Agreement of notice of the commencement of any action against such indemnified party, the indemnified party will, if a claim in respect of such action is to be made against the indemnifying party, notify the indemnifying party of the commencement of the action and the nature of the claim, but the omission to so notify the indemnifying party will not relieve the indemnifying party from any liability which such indemnifying party may have to any indemnified party hereunder, except to the extent that it has been prejudiced in any material respect. An indemnifying party under this Agreement may elect to assume the defense of any claim for which they may be required to provide indemnification hereunder, and will notify the indemnified party of its election to do so or not to do so pursuant to written notice delivered to the indemnified party promptly, but in no case more than ten (10) business days, after receiving notice from the indemnified party of a claim hereunder (the “Indemnifying Party’s Notice”). If the indemnifying party elects to assume the defense of such claim, it must do so with counsel reasonably satisfactory to such indemnified party, provided that the indemnified party or parties shall additionally have the right to participate in such defense through separate counsel at their own expense. If the indemnifying party elects to assume the defense of such claim, the indemnifying party will not be liable to the indemnified party for any expenses incurred by the indemnified party in connection with the indemnified party’s participation of the defense thereof unless (i) the indemnifying party shall not have employed counsel reasonably satisfactory to the indemnified party to represent the indemnified party within a reasonable time after notice of commencement of the action or (ii) the indemnifying party has authorized in writing the employment of a second counsel for the indemnified party at the expense of the indemnifying party. In either case (i) or (ii), the indemnifying party shall reimburse the indemnified party as amounts are incurred and reasonable documentation supporting such indemnification claim has been provided to the indemnifying party. If the indemnifying party does not elect to assume the defense of such claim, or has not timely provided the Indemnifying Party’s Notice, then the indemnified party or parties shall have the right to assume the defense of such claim at the expense of the indemnifying party. Notwithstanding the foregoing, the indemnifying party shall not enter into any settlement of any such claim against the indemnified party without the prior written consent of such indemnified party, which consent shall not be unreasonably withheld or delayed. If any party has made any indemnity payments to any other party pursuant to this Section 5 and such other party thereafter collects any of such amounts related to the indemnity payment from a third party, such other party will promptly repay such amounts collected. In the event that Duff & Xxxxxx is requested, pursuant to subpoena or other legal process, to provide testimony or produce its documents relating to this engagement in judicial or administrative proceedings to which Duff & Xxxxxx is not a party, Duff & Xxxxxx shall promptly notify the Company and shall be reimbursed by the Company at standard billing rates for Duff & Phelps’s professional time and expenses, including but not limited reasonable attorney’s fees incurred responding to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESsuch request.

Release and Indemnification. In consideration of Vendor’s acceptance the agreement of Lender to participate modify the terms of the Loan Agreement as set forth in this Amendment, the EventLoan Parties hereby release, Vendor hereby voluntarily assumes responsibility fordischarge and acquit forever Lender and its affiliates and participants and any of its or their officers, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersservants, agents, employeesemployees and attorneys, memberspast and present, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demandsdemands and causes of action, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature nature, whether in contract or tort, accrued or to any personaccrue, propertycontingent or vested, known or unknown, arising out of or relating to the Loans and the Loan Agreement, as hereby amended, or Xxxxxx's administration of same, or any other claim resulting fromactions taken pursuant to the Loan Agreement or under any other documents or instruments evidencing loans made by Lender to the Borrowers, arising out ofexcept to the extent such claims, demands and causes of action are determined by a court of competent jurisdiction by final and non- appealable judgment to have been caused by Xxxxxx's gross negligence or willful misconduct; provided, however, that the foregoing release and the following indemnity relate only to the actions or inactions of Lender and its affiliates and participants through the date hereof. The Loan Parties hereby further indemnify and hold Lender and its affiliates and participants, and all officers, directors, servants, agents, employees and attorneys of Lender and its affiliates and participants, past or present, harmless from any and all such claims, demands and causes of action by the Loan Parties, or in any way related anyone claiming by, through or under the Loan Parties, said indemnity to (i)Vendor’s use cover all losses and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendorexpenses incurred by Lender and its affiliates and participants, its or their officers, directors, servants, agents, employeesemployees or attorneys, past or independent contractors present, in connection with any such claims, demands or anyone directly causes of action, including all reasonable outside attorneys fees and costs, except to the extent such claims, demands and causes of action are determined by a court of competent jurisdiction by final and non-appealable judgment to have been caused by Xxxxxx's gross negligence or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESwillful misconduct.

Release and Indemnification. In consideration of VendorLessee agrees to use and occupy the Properties at its own risk and hereby releases Lessor and Lessor’s acceptance agents and employees from all claims for any damage or injury to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersfull extent permitted by law. Lessee agrees that Lessor shall not be responsible or liable to Lessee or Lessee’s employees, agents, employeescustomers, memberslicensees or invitees for bodily injury, sponsors, contributors and volunteers (collectively, personal injury or property damage occasioned by the “Releasees”), acts or omissions of and fromany other lessee or any other Person. Lessee agrees that any employee or agent to whom the Properties or any part thereof shall be entrusted by or on behalf of Lessee shall be acting as Lessee’s agent with respect to the Properties or any part thereof, and agrees not neither Lessor nor Lessor’s agents, employees or contractors shall be liable for any loss of or damage to sue the Releasees on account Properties or any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESpart thereof. Vendor further agrees to Lessee shall indemnify, defendprotect, defend and hold harmless each of the Releasees Indemnified Parties from and against any and all claimsLosses (excluding Losses suffered by an Indemnified Party arising out of the gross negligence or willful misconduct of such Indemnified Party; provided, demandshowever, losses, liabilities, damages, costs and expenses, including but that the term “gross negligence” shall not limited to reasonable attorney fees, for injury, death, loss or damage include gross negligence imputed as a matter of whatever nature law to any person, property, or any other claim resulting from, arising out of, or of the Indemnified Parties solely by reason of Lessor’s interest in any way related Property or Lessor’s failure to (i)Vendoract in respect of matters which are or were the obligation of Lessee under this Lease) caused by, incurred or resulting from Lessee’s operations or by Lessee’s use and occupancy of the PremisesProperties, (ii)Vendor’s participation in the Eventwhether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or (iii)an act from any breach of, default under, or omission failure to perform, any term or provision of Vendorthis Lease by Lessee, its officers, employees, agents or other Persons. It is expressly understood and agreed that Lessee’s obligations under this Section shall survive the expiration or earlier termination of this Lease for any reason whatsoever. Lessor shall indemnify, protect, defend and hold harmless the Lessee, their agents, employees, invitees, patients, partners, officers and contractors from and against any and all Losses suffered by such party arising out of the gross negligence or willful misconduct of Lessor, its agents, employees or contractors; provided, however, that the term “gross negligence” shall not include gross negligence imputed as a matter of law to Lessor or any of the Indemnified parties solely by reason of Lessor’s interest in any Property or Lessor’s failure to act in respect of matters which are or were the obligation of Lessee under this Lease or caused by, incurred or resulting from Lessee’s operations or by Lessee’s use and occupancy of the Properties, whether relating to its original design or construction, latent defects, alteration, maintenance, use by Lessee or any Person thereon, supervision or otherwise, or from any breach of, default under, or failure to perform, any term or provision of this Lease by Lessee, its officers, employees, agents or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESother Persons.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the EventI (and anyone claiming on my behalf) release, Vendor hereby voluntarily assumes responsibility fordischarge, and releasescovenant not to xxx CSA and its owners, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officersofficers affiliates, employees, agents, employees, members, sponsors, contributors designees and volunteers lessors of any premises on which the Program or any activity related in any way thereto takes place (collectively, the “ReleaseesReleased Parties”), of and from, and agrees not to sue the Releasees on account any and ) from all liability, demands, losses, claims, demands or causes of action of any nature and damages of every kind whether now kind, known or hereafter existingunknown, which I may have against the Released Parties arising out of, of or in related to any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage to person or property that may be sustained as a result of whatever nature my participation in the Program. a. I understand that participation in the Program involves inherent risks, including risk of physical or psychological injury, pain, suffering, illness, disfigurement, temporary or permanent paralysis and/or death, and I assume all related risks and voluntarily participate in the Program. b. I agree that if, despite this release and waiver of liability, assumption of risk, and indemnity agreement, I, or anyone on my behalf, makes a claim against any of the Released Parties, I WILL INDEMNIFY, SAVE AND HOLD HARMLESS each of the Released Parties from any litigation expenses, attorney fees, loss, liability, damage, or cost which any may incur as a result of such claim, to the fullest extent permitted by law. c. This release shall not be in any person, property, way construed as an admission by CSA that it has acted wrongfully with respect to me or any other claim resulting fromperson, arising out ofnor that it admits liability or responsibility at any time for any purpose, nor that I have any rights whatsoever against CSA. d. I understand that once I complete the Program, I am solely responsible for staying current with applicable cargo securement laws and regulations and will not hold CSA or in any way related to (i)Vendor’s use and occupancy of the Premisesother Released Parties responsible for Program information or instruction that may be superseded or generally becomes outdated after my completion of the Program. e. I will not hold CSA or any of the other Released Parties responsible for any Program instruction that results in injury, (ii)Vendor’s damage, death or citations of any kind when applied to actual "real world" securement situations, nor for any incorrect information or instruction provided during my participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESProgram.

Release and Indemnification. In consideration of Vendor(a) Holtec releases ELEA, ELEA’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility formembers, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsall officials, officers, agents, employees, members, sponsors, contributors employees and volunteers agents of the ELEA and ELEA’s members (collectively, the “ReleaseesIndemnitees”)) from, of and fromagrees that the Indemnitees will not be liable for, and agrees not to sue indemnify and hold the Releasees on account Indemnitees harmless from and against any and all liability, demands, lossesliabilities, claims, suits, costs and damages expenses that are or may be imposed upon, incurred or asserted against the Indemnitees on account of: (i) any loss or damage to property or injury to or death of every kind whether now or hereafter existingloss by any person caused by Holtec’s willful misconduct or negligence in investigating the Property prior to the Closing; (ii) any loss or damage to property or injury to or death of or loss by any person that may be occasioned by any cause whatsoever pertaining to the construction, maintenance, operation, use or demolition of the Facility (iii) any storage activities at, on, in, under or about the Property; (iii) any other loss, claim, damage, penalty, liability, disbursement, litigation expense, attorneys’ fees, experts’ fees or court costs arising out of, of or in any way connectedrelating to clauses (i) and (ii); and (iv) any claim, directly action or indirectly, proceeding brought with respect to the Event or Vendor’s participation matters set forth in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE clauses (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVEi), GROSS NEGLIGENCE(ii) and (iii) above. (b) Holtec releases the Indemnitees from, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees that the Indemnitees shall not be liable for, and agrees to indemnify, defend, indemnify and hold the Indemnitees harmless the Releasees from and against any and all claims, demandssuits, lossesjudgments, fines, penalties, assessments, natural resource damages, response costs (such as the cost of any testing, sampling, medical or other monitoring, cleanup, or other required response action), costs necessary to bring the Property or the Facility into compliance with Environmental Laws (as defined below) and other liabilities, damagestogether with attorneys’ fees and experts’ fees, costs and expensesexpenses which are or may be imposed upon, including but not limited to reasonable attorney feesincurred by, for injuryor asserted against the Indemnitees resulting from or in any way connected with the use, deathhandling, loss mixing, generation, storage, manufacture, refining, release, transportation, treatment, disposal or damage other release or presence, at, in, on, under or from the Property, of whatever nature to any personHazardous Material (as defined below), propertySNF, other radioactive substance, oils, asbestos in any form or conditions, or any pollutant or contaminant or hazardous, dangerous or toxic chemicals, materials or substances within the meaning of the Environmental Laws, or any other claim resulting fromapplicable federal, arising out state or local law, regulation, ordinance or requirement relating to or imposing liability or standards of conduct concerning any Hazardous Material, hazardous, toxic or dangerous waste, substance or materials, all as now in effect or hereafter amended from time to time. (c) As used in this Section 23, (i) “Environmental Laws” means any laws, statutes, regulations, orders or rules pertaining to health or the environment that are applicable from time to time to the Property or the Facility, and the construction, installation, operation, use and decommissioning of, and storage at, the Property or in any way related to the Facility, including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE“CERCLA”), GROSS NEGLIGENCEthe Resource Conservation and Recovery Act of 1976 (“RCRA”), OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEES.the National Environmental Policy Act, the Clean Air Act, the Clean Water Act, the Water Quality Act of 1987, the New Mexico Water Quality Act, the New Mexico Hazardous

Release and Indemnification. In consideration of Vendor’s acceptance I hereby agree to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, release and forever the Decatur Chamber discharge ACP and each of Commerce and their respective boards of directors, officers, agents, its employees, members, sponsorsofficers, contributors and volunteers (collectivelydirectors, the “Releasees”)shareholders, of and fromaffiliates, agents, representatives, successors, heirs, and agrees not to sue assigns (collectively the Releasees on account "Releasees") from and against any and all liabilityresponsibilities, liabilities, claims, demands, lossesdamages, claimscosts, expenses, actions and damages causes of every kind whether now or hereafter existingaction, arising out ofof or in connection with the use of the Materials(s) or my likeness, including, but not limited to, any and all Claims for invasions of privacy, defamation, or in infringement of copyright, including any way connected, directly or indirectly, with and all liabilities incurred by ACP for reasonable attorneys’ fees and related costs and expenses (collectively the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE"Claims"), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees ; and I hereby agree to indemnify, defendsave, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage Claims of whatever nature to any person, property, or any other claim kind resulting from, arising out of, from or in any way related to the use of the Materials(s) or my likeness, including, but not limited to, any Claims related to the use of my name or image. I represent and warrant that no other party has any claim, interest, or right in and to my likeness, or the Material(s), or any of its contents. I hereby represent and warrant that I have the requisite legal authority necessary to enter into this Agreement and to grant the rights related to my name, image, recording or likeness provided related to the Materials hereunder to ACP. I hereby represent and warrant that any statement(s) made by me and displayed and/or recorded by ACP, is/are true and accurate, and that neither my statements nor my appearance violates or infringes upon any intellectual property rights, copyrights, trademarks, or any other proprietary or personal rights of any third party. Personally Identifiable information. I hereby represent and warrant that I will take any and all possible steps and measures to protect and not disclose any information, either alone or if combined with other information, that will allow third parties (i)Vendor’s i.e., viewers and/or listeners) to identify, distinguish, or trace any individual(s), when such information is provided on its own or combined with other information. If I am unable to protect the identity any individual(s) referenced during my recorded interview and/or presentation, I will refer to the individual(s) as “Mr. X” or “Ms. X,” or by a set of initials that cannot be utilized to identify such individual. In the event that I neglect or otherwise fail to protect the identity of any individual discussed during my recorded interview and/or presentation, I represent and warrant to ACP that if any of my interview and/or presentation contains any personally identifiable information that can be utilized to identify any third party, whether such information is provided in oral or written format, that prior to my presentation, I will obtain any and all necessary consents from any third parties allowing ACP to use and occupancy disclose such third party’s personally identifiable information during my interview and/or presentation and in the Material(s). I further represent and warrant that any such consent obtained by me from any third party shall be irrevocable and shall transfer and assign any and all rights, title, and interest in the Material(s) to ACP. Any consents required from third parties as described in the paragraphs above shall be in writing, signed by the third party and myself, and shall include the following provisions accepted by such third party that: (1) such third party agrees that his/her identity and/or personally identifiable information, whether written or oral, may be disclosed during my recorded presentation and/or interview; (2) such third party consents to the disclosure of their personally identifiable information in the dissemination of the PremisesMaterial(s); and (3) ACP has any and all right, (ii)Vendortitle, and interest in and to the Material(s) and ACP shall be permitted to use or otherwise exploit, in whole or in part, with or without attribution to any third party, the Material(s) in any format whatsoever, including, but not limited to displaying such content on any of ACP’s participation website, in the Eventany of ACP’s journals, publications, or (iii)an act marketing materials, any other website or omission of Vendorany other publication that hosts ACP’s journals, its agents, employeespublications, or independent contractors marketing materials or anyone directly or indirectly employed by any of themits content, print or digital, arising from my recorded presentation and/or interview. I acknowledge and agree that it is my obligation to inform any and all third parties whose personally identifiable information will be provided during my recorded presentation and/or interview that no third party will be permitted to review, edit, or by anyone for whose acts or omissions approve any of them may be liablecontent that contains such third party’s personally identifiable information. I attest that I will indefinitely retain and provide to ACP, WHETHER ARISING OUT OFupon ACP’s request, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESany and all such executed informed consent forms.

Release and Indemnification. In consideration I, an Adult Participant or Parent of Vendor’s acceptance a Minor Participant, for myself and on behalf of such Minor Participant, agree to participate in the Eventrelease, Vendor hereby voluntarily assumes responsibility forindemnify, protect, and releases, waives, acquitshold harmless, and forever the Decatur Chamber promise not to sue, NatureBridge and/or any of Commerce and their respective boards of its officers, directors, officersemployees, agents, employeescontractors, members, sponsors, contributors and volunteers insurers (collectively, the “ReleaseesReleased Parties”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectlymaximum extent permitted by law, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees respect to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, damages, attorneys’ fees, litigation costs, losses, or liabilities, damagesincluding, costs and expenses, including but not limited to reasonable attorney feesto, claims for injuryproperty loss, personal injury and/or wrongful death, loss which I or damage of whatever nature to any person, property, or any other claim resulting frommy Minor Participant may suffer, arising out of, of or in any way related to (i)Vendor’s use and occupancy of the Premisesmy, (ii)Vendor’s or my Minor Participant’s, participation in the EventProgram. The claims hereby released and indemnified against include those caused by or arising from the negligence of a Released Party, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, but not those caused by their gross negligence or willful misconduct. I represent that the medical information I have provided above is current, accurate and complete. I authorize NatureBridge staff to administer first aid, including, where permitted by anyone applicable law, the administration of epinephrine by auto-injector, as well as the administration of “over the counter” medications, including aspirin, Tylenol, ibuprofen, Benadryl, Neosporin, Imodium, laxatives and similar medications. If my Minor Participant has a known life- threatening allergy, or if I have been advised by a health-care provider that the Minor Participant should be prepared for whose acts a possible serious allergic reaction, my Minor Participant has been provided with auto-injectable epinephrine and has been instructed by a physician as to its use; in addition, I have instructed my Minor Participant to have the auto-injectable epinephrine on their person and available at all times during the Program. If my Minor Participant is enrolling in the Program as part of a school or omissions other group, I have also informed the person in charge of the school or other group of this allergy and any applicable physician -prescribed protective measures. I confirm that I have, or my Minor Participant has, the ability to hike up to 5 miles per day with up to a 2,000 feet elevation gain without presenting a risk of them harm to myself, my Minor Participant, and/or others. I authorize any adult chaperone or member of NatureBridge staff to obtain medical care for my Minor Participant (or for me, if I am unable to consent), and hereby consent to any X-ray, examination, anesthetic, diagnosis, treatment and/or hospital care that may be liablerecommended by a licensed physician and/or dentist. In the event of minor illnesses or injuries, WHETHER ARISING OUT OFI understand that NatureBridge will attempt to contact me at the earliest practicable opportunity. In the event of a major illness or injury, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEI understand that NatureBridge will attempt to contact me before the commencement of any medical treatment, JOINTunless my Minor Participant’s condition is such that treatment must be commenced immediately before contact with me can be made. If I cannot be reached, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis authorization remains in full force and effect.

Release and Indemnification. In consideration The Company shall at all times protect, indemnify and hold the Issuer, the members of Vendor’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility forGoverning Body, and releasesthe attorneys, waives, acquits, agents and forever employees of the Decatur Chamber of Commerce Issuer and their respective boards of directors, the Trustee and its officers, agentsattorneys, employees, members, sponsors, contributors agents and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account employees harmless against any and all liability, demandslosses, lossesdamages, costs, expenses, taxes, causes of action, suits, claims, demands and damages judgments of every kind whether now or hereafter existing, any nature arising out of, from or in any way connected, directly or indirectly, connection with the Event Project or Vendor’s participation in the Eventfinancing of the Project, WHETHER ARISING OUT OFincluding, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLEwithout limitation, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss claims or damage of whatever nature to any person, property, or any other claim liability resulting from, arising out of or in connection with the acceptance or administration of the Bond Documents or the trusts thereunder or the performance of duties under the Bond Documents or any loss or damage to property or any injury to or death of any person that may be occasioned by any cause whatsoever pertaining to the Project or the use thereof, including without limitation any lease thereof or assignment of its interest in this Agreement, such indemnification to include the reasonable costs and expenses of defending itself or investigating any claim of liability and other reasonable expenses and attorneys' fees incurred by the Issuer, its directors, members, officers, attorneys, agents and employees and the Trustee and its officers, attorneys, agents and employees in connection therewith, provided that the benefits of this Section 8.7 shall not inure to any person other than the Issuer, its directors, members, officers, attorneys, agents and employees and the Trustee and its officers, attorneys, agents and employees, and provided further that such loss, damage, death, injury, claims, demands or causes shall not have resulted from the gross negligence or willful misconduct of, the Issuer or such directors, member, officer, attorneys, agent or employee or the Trustee or its officers, attorneys, agents or employees. The obligations of the Company under this Section shall survive the termination of this Agreement and the Indenture. Notwithstanding any other provision of this Agreement or the Indenture to the contrary, the Company agrees (i) not to assert any claim or institute any action or suit against the Trustee or its employees arising from or in connection with any way related investment of funds made by the Trustee in good faith as directed by a Company Representative, and (ii) to (i)Vendor’s use indemnify and occupancy hold the Trustee and its employees harmless against any liability, losses, damages, costs, expenses, causes of the Premisesaction, (ii)Vendor’s participation suits, claims, demands and judgment of any nature arising from or in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by connection with any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESsuch investment.

Release and Indemnification. In consideration The indemnifications and covenants contained in this Section shall survive termination or expiration of Vendor’s acceptance this Agreement. i. Notwithstanding any other provision of this Agreement to participate in the Eventcontrary, Vendor hereby voluntarily assumes responsibility for, the City and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsits governing body members, officers, agents, servants, employees and independent contractors shall not be liable to the Developer for damages or otherwise if all or any part of any resolution or ordinance adopted in connection with the Site Specific Ordinance, the Site Development Plan, the Main Street Improvements or this Agreement is declared invalid or unconstitutional in whole or in part by the final (as to which all rights of appeal have expired or have been exhausted) judgment of any court of competent jurisdiction, or for the failure of the parties hereto to comply with the provisions of Section 107.170 of the Revised Statutes of Missouri, and by reason thereof either the City is prevented from performing any of the covenants and agreements herein or the Developer is prevented from enjoying the rights and privileges hereof. ii. The Developer releases from and covenants and agrees that the City, its governing body members, officers, employees, members, sponsors, contributors agents and volunteers (collectively, the “Releasees”), of and fromindependent contractors shall not be liable for, and agrees not to sue hold harmless and to indemnify the Releasees on account any City, its governing body members, officers, employees, agents and independent contractors, from and against all liability, demands, lossessuits, claims, and damages costs of every kind whether now or hereafter existingdefense, arising out ofdamages, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, lossesinjuries, liabilities, damagescosts and/or expenses, including court costs and attorney fees and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to connected with: (i)Vendor’s use and occupancy 1) the negligence or willful misconduct of the PremisesDeveloper, its respective employees, agents or independent contractors in connection with the design management, development, redevelopment and construction of the Main Street Improvements, (ii)Vendor2) the Developer’s participation failure to comply with any applicable state, federal or local laws, regulations and ordinances as applicable to the Property, and (3) the approval of this Agreement or the implementation or consummation of any activities contemplated therein. iii. All covenants, stipulations, promises, agreements and obligations of the City contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the City and not of any of its governing body members, officers, agents, servants or employees in their individual capacities. iv. No official, employee or representative of the EventCity shall be personally liable to the Developer (1) in an Event of a Default or breach by any party under this Agreement or (2) for any amount which may become due to any party under the terms of this Agreement. v. No recourse shall be had for any claim based upon any representation, obligation, covenant or agreement in this Agreement maintained against any past, present or future elected official, officer, member, employee, director or agent of the City, or (iii)an act of any successor thereto, as such, either directly or omission through the City, or any successor thereto, under any rule of Vendorlaw or equity, its agentsstatute or constitution or by the enforcement of any assessment or penalty or otherwise, and all such liability of any such elected officials, officers, members, employees, directors or independent contractors or anyone directly or indirectly employed by any agents as such is hereby expressly waived and released as a condition of them, or by anyone and consideration for whose acts or omissions any the execution of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Agreement.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the EventVendor releases and shall indemnify and hold harmless District, Vendor hereby voluntarily assumes responsibility forits successors and assigns, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors employees and volunteers agents of District and their successors and assigns (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and "Indemnitees") from all liability, demandsthird-party claims, losses, claimsharm, costs, liabilities, damages and expenses (including, but not limited to, reasonable attorneys' fees) relating to the services arising (whether before or after completion of the Services) out of any act, error or omission of any of the following, provided that District notifies Vendor of such proceeding promptly after District receives notice thereof, Vendor has exclusive control over the defense and settlement of the proceeding, District provides such assistance in the defense and settlement of the proceeding as Vendor may reasonably request, and District complies with any settlement or court order made in connection with such proceeding : Vendor; Vendor's subcontractors or subcontractors; the directors, officers, employees or agents of Vendor or any of its subcontractors or subcontractors; or anyone acting on Vendor's behalf in connection with the Services or this Agreement. However, Vendor shall not be required to so indemnify any of the Indemnitees against liability or damages to the extent caused by or resulting from the negligence of every kind whether now such Indemnitees. The indemnification obligation under this paragraph shall not be affected by any limitation on the amount or hereafter existingtype of damages, arising out ofcompensation or benefits payable by or for Vendor or any subcontractor under any worker’s compensation act, including Title 51, RCW, any disability benefit acts, or in any way connectedother employee benefit acts. Vendor and any subcontractor hereby waive, directly for themselves and their successors, any right to claim such limitation as a defense, set off, or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESother reduction of rights to indemnification under this paragraph. Vendor further agrees to indemnify, defend, and hold harmless that this waiver has been mutually negotiated by the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESparties.

Release and Indemnification. In consideration (a) Each of Vendor’s acceptance to participate in the EventBorrower and Guarantor hereby unconditionally and irrevocably releases and forever discharges Noteholder, Vendor hereby voluntarily assumes responsibility forSubservicer, Master Servicer, and releases, waives, acquits, the other parties to the PSA and forever the Decatur Chamber of Commerce SSA (as such terms are defined in Schedule 1 hereto) and their respective boards of successors, assigns, agents, directors, officers, agents, employees, membersand attorneys (each, sponsorsindividually, contributors and volunteers (an “Indemnitee” and, collectively, the “ReleaseesIndemnitees”), of and from, and agrees not to sue the Releasees on account from any and all liabilityClaims (as hereafter defined) whatsoever, demandsknown or unknown, lossesat law or in equity, claimsoriginating in whole or in part, and damages on or before the date of every kind whether this Agreement, which Borrower, Guarantor, or any of their respective officers, directors, shareholders or other equity holders, agents or employees, may now or hereafter existinghave against the Indemnitees. This release and discharge is accepted by Noteholder and Subservicer pursuant to this Agreement and shall not be construed as an admission of liability on the part of any party hereto. Each of Borrower and Guarantor hereby represents and warrants that it is the current legal and beneficial owner of all Claims released by it hereby and that it has not assigned, arising out ofpledged or contracted to assign or pledge any such Claims to any Person. Further, and without limitation, each of Borrower and Guarantor acknowledges and agrees that: (i) subsequent to the execution of this Agreement, it may discover claims that are unknown or unanticipated at the time this Agreement was executed, including unknown or unanticipated claims that arose from, are based upon, or relate to, matters for which the release is given with respect to the Indemnitees in this Section 7, and that, if known on the date it executed this Agreement, may have materially affected its decision to execute this Agreement; (ii) it is assuming the risk of such unknown or unanticipated claims and that this Section 7 and this Agreement applies thereto ; and (iii) it hereby waives the benefits of any way connectedapplicable statutory provision prohibiting, directly conditioning or indirectlyrestricting the release of unknown or future claims or any of the Claims being released pursuant to this Agreement, with but in each case only to the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE extent permitted by applicable law. (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further b) Each of Borrower and Guarantor agrees to indemnify, defend, indemnify Indemnitees and defend and hold them harmless the Releasees from and against any and all claims, demandslosses, causes of action, costs and expenses of every kind or character incurred by or asserted against Indemnitees in connection with any one or more of: (i) this Agreement or the Transactions, or (ii) without limitation, any Claims, if and to the extent that, notwithstanding the release and discharge set forth in Section 7(a) above, any Claims are asserted against Indemnitees; provided, however, that Borrower and Guarantor shall not hereby be obligated to indemnify any Indemnitee or defend and hold any Indemnitee harmless from any such claims, losses, liabilities, damagescauses of action, costs or expenses to the extent arising out of the gross negligence, willful misconduct or fraud on the part of such Indemnitee or any Indemnitee’s failure to fulfill its obligations under this Agreement. As used in this Agreement, the term “Claims” shall mean any and expensesall possible claims, including but not limited to reasonable attorney demands, actions, fees, for injurycosts, deathexpenses and liabilities whatsoever, loss known or damage unknown, at law or in equity, originating or arising in whole or in part on or before the date of whatever nature to any personthis Agreement, propertywhich Borrower, Guarantor, or any other claim resulting fromof their respective partners, limited partners, members, officers, directors, shareholders, agents or employees, may have against the Indemnitees or any of them, and irrespective of whether any such Claims arise out of contract, tort, violation of laws, or regulations, or otherwise, arising out ofof or relating to the Loan or any of the Loan Documents, including, without limitation, any contracting for, charging, taking, reserving, collecting or receiving interest in excess of the highest permitted lawful rate and any loss, cost or damage, of any kind or character, arising out of or in any way related to (i)Vendor’s use and occupancy of connected with or in any way resulting from the Premisesacts, (ii)Vendor’s participation in the Eventactions, or (iii)an act or omission conduct of VendorIndemnitees, its agentsincluding any requirement that the Loan Documents be modified as a condition to the Transactions, employees, or independent contractors or anyone directly or indirectly employed but in each case only to the extent permitted by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESapplicable law.

Release and Indemnification. In consideration (a) Neither Landlord nor City shall not be liable to Tenant and Tenant hereby waives all claims and causes of Vendor’s acceptance action against Landlord and City for any injury to participate or death of any person or damage to or destruction of property in or about the EventPremises, Vendor hereby voluntarily assumes responsibility foror any civil rights violations by or from any cause whatsoever, except to the extent resulting from the willful misconduct or sole negligence of Landlord or City (in which case this waiver shall not apply only as to Landlord or City). (b) Tenant acknowledges and releases, waives, acquits, understands that it is entering into this lease following acquisition of the premises by the Vacaville Redevelopment Agency. The Vacaville Redevelopment Agency acquired the property with the intent of marketing the property and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, re-selling it. Tenant acknowledges and agrees not and to sue the Releasees on account extent allowed by law, hereby waives and releases Landlord and City from any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or claims for relocation benefits should (i) this lease be terminated early in any way connected, directly or indirectly, with the Event or Vendor’s participation of Default; (ii) phase 1 of the Premises as set forth in the EventConditions of Approval be unavailable for the 2001 Faire event as a result of anticipated development (in this case, WHETHER ARISING OUT OFthe Faire event may still be conducted on the remainder of the Premises, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE however, phase 1 of the Premises shall not be subject to this lease or available for the Faire event or any associated activities or uses); or (SOLEiii) the lease not be renewed by Landlord as a result of marketing, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to development or sale of the property or for any other reason. (c) Tenant shall indemnify, defend, protect and hold Landlord and City harmless the Releasees from and defend (by counsel reasonably acceptable to the indemnified party) Landlord and City against any and all claims, demandscauses of action, lossesliability, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, deathdamage, loss or damage of whatever nature to any personexpense (including reasonable attorneys' fees and costs and court costs), property, statutory or any other claim resulting from, otherwise arising out of, of or incurred in any way related to connection with (i)Vendor’s i) the use and occupancy of the Premises by Tenant, or any person claiming through Tenant or the presence of Visitors at the Premises, (ii)Vendor’s participation ii) any activity, work or thing done or permitted or suffered by Tenant in or about the EventPremises, (iii) any acts, omissions or negligence of Tenant, any person claiming through Tenant, or (iii)an act or omission of Vendorthe contractors, its agents, employees, invitees, or independent contractors visitors of Tenant or anyone directly any such person ("TENANT PARTY" or indirectly employed "TENANT PARTIES"), (iv) any breach, violation or nonperformance by any Tenant Party of themany provision of this Lease or of any law, ordinance, rule or other governmental regulation of any kind, (v) except to the extent resulting from the willful misconduct or sole negligence of an Indemnified Party (in which case this indemnity shall not apply only as to such Indemnified Party), any injury to or damage to the person, property or business of any Tenant Party, or (vi) any claim by anyone for whose acts Tenant or omissions any of them may be liableits affiliates or any other third party for relocation benefits. (d) The foregoing indemnity obligations of the parties shall include reasonable consultant and expert witness fees, WHETHER ARISING OUT OFattorneys' fees, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEinvestigation costs and all other reasonable costs and expenses incurred by reason of any of the foregoing. The provisions of this Paragraph 12 shall survive the expiration or earlier termination of this Lease with respect to any damage, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESinjury or death occurring prior to such expiration or termination.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in The Borrower hereby releases the Event, Vendor hereby voluntarily assumes responsibility for, Issuer and releases, waives, acquits, its officers and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and employees from, and agrees not to sue the Releasees on account any covenants and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defendhold harmless and defend the Issuer, the Trustee, and hold harmless the Releasees their respective officers, members, directors, officials, agents and employees and each of them (each an "indemnified party") from and against (a) any and all claims, demandsjoint or several, lossesby or on behalf of any person arising from any cause whatsoever in connection with transactions contemplated hereby or otherwise in connection with the Project, liabilitiesthe Bonds or the execution or amendment of any document relating thereto; (b) any and all claims, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss joint or damage of whatever nature to any person, property, or any other claim resulting fromseveral, arising out of, or from any cause whatsoever in any way related to (i)Vendor’s use and occupancy connection with the financing of the PremisesProject or the making of the loan; (c) any and all claims, (ii)Vendor’s participation in the Eventjoint or several, or (iii)an arising from any act or omission of Vendor, the Borrower or any of its agents, servants, employees or licensees, in connection with the such loan or the Project; (d) all reasonable costs, counsel fees, expenses or liabilities incurred in connection with any such claim, or proceeding brought thereon; (e) any and all claims arising in connection with the issuance and sale, resale or marketing of any Bonds or any certifications or representations made by any person other than the Issuer or the Party seeking indemnification in connection therewith and the carrying out by the Borrower of any of the transactions contemplated by the Bond Documents; (f) any and all claims arising in connection with the operation of the Project, or the conditions thereof, environmental or otherwise, occupancy, use, possession, conduct or management or work done in or about, or from the planning, design, acquisition, installation or construction of, the Project or any part thereof; and (g) any and all losses, claims, damages, liabilities or expenses, joint or several, arising out of or connected with the Trustee's acceptance or administration of the trusts created by the Indenture and the exercise of its powers or duties thereunder or under the other Bond Documents or any other agreements in connection therewith to which it is a party; except (i) in the case of the foregoing indemnification of the Trustee or any of its officers, members, directors, officials and employees, to the extent such damages are caused by the negligence or independent contractors willful misconduct of such person, or anyone directly (ii) in the case of the foregoing indemnification of the Issuer or indirectly employed by any of themits officers, members, directors, officials and employees, to the extent such damages are caused by the willful misconduct of such person. In the event that any action or by anyone for whose acts or omissions proceeding is brought against any of them indemnified party with respect to which indemnify may be liablesought hereunder, WHETHER ARISING OUT OFthe Borrower, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEupon written notice from the indemnified party, JOINTshall assume the investigation and defense thereof, CONCURRENTincluding the employment of counsel selected by the Borrower, ACTIVEsubject to the approval of the indemnified party in such party's sole discretion, OR PASSIVE)and shall assume the payment of all expenses related thereto, GROSS NEGLIGENCEwith full power to litigate, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEEScompromise or settle the same in its sole discretion; PROVIDED that the Issuer and the Trustee shall have the right to review and approve or disapprove any such compromise or settlement. Each indemnified party shall have the right to employ separate counsel in any such action or proceeding and participate in the investigation and defense thereof, and the Borrower shall pay the reasonable fees and expenses of such separate counsel; PROVIDED, HOWEVER, that unless such separate counsel is employed with the approval of the Borrower, which approval shall not be unreasonably withheld, the Borrower shall not be required to pay the fees and expenses of such separate counsel. Notwithstanding any transfer of the Project to another owner in accordance with the provisions of this Loan Agreement and the Mortgage, the Borrower shall remain obligated to indemnify each indemnified party pursuant to this Section if such subsequent owner fails to indemnify any party entitled to be indemnified hereunder, unless such indemnified party has consented to such transfer and to the assignment of the rights and obligations of the Borrower hereunder.

Release and Indemnification. In consideration the event you have a dispute with one or more users of Vendor’s acceptance the site (including, but not limited to, any dispute regarding any transaction or user generated content) or any third party website that may be linked to participate in or otherwise interact with the Eventsite, Vendor including, without limitation, any social media site, you hereby voluntarily assumes responsibility for, and releases, waives, acquits, agree to release and forever the Decatur Chamber of Commerce discharge Tireco and their respective boards of its agents, directors, shareholders, members, partners, managers, officers, agents, employees, membersinformation providers, sponsorssuppliers, contributors distributors, vendors, contractors, licensors, attorneys, affiliates, successors and volunteers assigns (collectively, the “ReleaseesReleased Parties”), of and from, and agrees not to sue the Releasees on account ) from any and all liabilityrights, claims, complaints, demands, lossescauses of action, claimsproceedings, liabilities, obligations, legal fees, costs and damages disbursements of every kind any nature whatsoever, whether known or unknown, which now or hereafter existingarise from, arising out ofrelate to, or in any way connectedare connected with such dispute and/or your use of the site, directly or indirectly, with to the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESfullest extent provided by law. Vendor You further agrees agree to indemnify, defend, and hold harmless harmless, to the Releasees fullest extent provided by law, Released Parties from and against any and all claims, demands, liabilities, losses, liabilitiesexpenses, damages, costs and expensescosts, including but not limited to reasonable attorney attorneys’ fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in connection with your use, unlawful use or other misuse, or inability to use the site, your breach of this Agreement, or otherwise relating to the business we conduct on the site (including, without limitation, any way related potential or actual communication, transaction, or dispute between you and any other third party), any action taken by Released Parties as a consequence of investigations by either Released Parties or law enforcement authorities, any content posted by you or on your behalf to (i)Vendor’s the site, any use and occupancy of the Premisesany service provided by a third party provider, (ii)Vendor’s participation or any use of a service offered by us that interacts with a third party website, including any social media site. You shall cooperate as fully as reasonably required in the Eventdefense of any claim. We reserve the right, or (iii)an act or omission at our own expense, to assume the exclusive defense and control of Vendorany matter otherwise subject to indemnification by you, its agents, employees, or independent contractors or anyone directly or indirectly employed by and you shall not settle any matter without our written consent. This Section survives termination of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Agreement.

Release and Indemnification. In consideration of Vendor’s acceptance You agree to participate in the Event, Vendor hereby voluntarily assumes responsibility for, indemnify and releases, waives, acquits, hold harmless EnergyGigs and forever the Decatur Chamber of Commerce and their respective boards of directors, its officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and fromrepresentatives, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees agents from and against any and all claims, demandsactions, lossesdamages, liabilities, damagescosts, and expenses (including, but not limited to, reasonable attorneys’ fees and all related costs and expenses) arising from or relating to (1) Your use of the Services; (2) Your performance of any work related to a Gig or Job; (3) Your acts or omissions related to the Gig or Job; (4) conditions or activities on Your property or property over which You exercise control; (5) any content posted on Your profile, Your Gig posting, Job Ad, or content You share elsewhere on the EnergyGigs platform; and (6) Your violation of this Agreement. If You have a dispute with one or more Users, You release EnergyGigs from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If You are a California resident, You waive California Civil Code §1542, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” You agree that in the event of any dispute between You and EnergyGigs, You will first contact Us and make a good faith sustained effort to resolve the dispute before resorting to arbitration under this Agreement. Any dispute, claim or controversy arising out of or relating to this Agreement or the Services or the breach, termination, enforcement, interpretation or validity of the Agreement, including but the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in Harris County, Texas before one arbitrator. The arbitration shall be administered by JAMS and shall be conducted in accordance with the expedited procedures set forth in the JAMS Comprehensive Arbitration Rules and Procedures as those Rules exist on the effective date of this Agreement, including Rules 16.1 and 16.2 of those Rules, which provide for Expedited Procedures. Judgment on the Award may be entered in any court having jurisdiction. This clause shall not limited preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. You and EnergyGigs acknowledge and agree that the parties are each waiving the right to reasonable attorney feesa trial by jury as to all arbitrable disputes. The parties shall maintain the confidential nature of the arbitration proceeding and the award, including the hearing, except as may be necessary to prepare for injuryor conduct the arbitration hearing on the merits, deathor except as may be necessary in connection with a court application for a preliminary remedy, loss a judicial challenge to an award or damage its enforcement, or unless otherwise required by law or judicial decision. LIMITATION OF LIABILITY. IN NO EVENT WILL ENERGYGIGS BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR INDIRECT COSTS OR DAMAGES, LITIGATION COSTS, INSTALLATION AND REMOVAL COSTS OR LOSS OF DATA, PRODUCTION OR PROFIT. THE TOTAL AGGREGATE LIABILITY OF ENERGYGIGS TO YOU FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR USE OF THE SERVICES WILL NOT EXCEED THE AMOUNTS PAID TO YOU BY ENERGYGIGS OR REMITTED TO YOU BY ENERGYGIGS DURING THE THREE (3) MONTH PERIOD PRECEDING THE EVENT THAT GAVE RISE TO LIABILITY. THESE LIMITATIONS WILL APPLY TO ANY LIABILITY, ARISING FROM ANY CAUSE OF ACTION WHATSOEVER, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF ENERGYGIGS IS ADVISED OF THE POSSIBILITY OF SUCH COSTS OR DAMAGES AND EVEN IF THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE. This Agreement and any access to or use of whatever nature the Services are governed by the federal laws of the United States of America and the laws of the State of Texas without respect to its conflict of laws principles. In no event will any person, propertyclaim, or any other claim resulting fromaction or proceeding including arbitration be instituted more than one (1) year after the cause of action accrued. If arbitration is not commenced in this time period, arising out of, or in any way related to (i)Vendor’s use and occupancy such cause of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESaction is permanently barred.

Release and Indemnification. In consideration a. Neither CSC, nor its officers, directors, agents or members, or the Town ofCohasset, shall be liable to User or User’s guests, agents, employees artists, and the like, for any death, injury, damage or other loss suffered byany of Vendor’s acceptance them relating to participate in this Agreement or the transactions contemplated hereby, or arising out of the Event, Vendor hereby voluntarily assumes responsibility forincluding without limitation in connection with or as a result of User’s or User’s guests agents, employees or artists; use of Founders’ Hall, the Rental Premises or the surrounding areas, except that CSC shall be liable for its own gross negligence or willful misconduct. The provisions of this subsection shall survive the termination of this Agreement with respect to any damage injury or loss occurring prior to the termination of this Agreement. b. User herby agrees to indemnify and hold harmless CSC, its officers, directors, agents and members, and releasesthe Town of Cohasset (“Indemnitees”) harmless from and against any and all liabilities, waivesobligations, acquitslosses, damages, penalties, actions, judgments, suits, claims,costs, expenses, and disbursements of any kind or nature whatsoever (including the reasonable fees and disbursements of counsel for such Indemnitees in connection with any investigative, administrative or judicialproceedings, whether or not such Indemnitee shall be designated a party thereto) that may be imposed on, incurred by, or asserted against any such Indemnitee in any manner relating to or arising out of this Agreementor the transactions contemplated hereby, including without limitation in connection with or as a result of User or User’s guests, agents, employees, or artists, use of the Rental Premises, including Founders’ Hall, or the surrounding areas, and any breach of this Agreement, except that User shall have no obligation to any Indemnitee hereunder with respect to any liability arising from the gross negligence or willful misconduct of that Indemnitee. The provisions of this subsection shall survive the termination of this Agreement with respect to any damageinjury or loss occurring prior to the termination of this Agreement. c. User agrees to forever the Decatur Chamber of Commerce and their respective boards of directorsRELEASE CSC, its officers, agents, employees, membersvolunteers, sponsors, contributors booking agent and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liabilityorganizations assisting or participating in voluntary uses of the Rental Premises, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees including Founders’Hall from and against any and all claims, demands, losses, liabilities, damages, costs actions and expenses, including but not limited causes of action that arise from or relate to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)VendorUser’s use and occupancy of the Rental Premises. d. User further affirms that User has read this Paragraph 6, (ii)Vendor’s and that User understands its contents. User understands that participation in the EventEventby User's guests is voluntary and that User's guests and User are free to choose not to participate in said programs. By signing this Agreement, or (iii)an act or omission User affirms that User has decided to allow User's guests to participate inthe use of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by the Rental Premises with full knowledge that the Indemnitees will not be liable to anyone for whose acts personal injuries or omissions property damage. e. Permission is granted for any emergency medical treatment needed. f. User acknowledges that CSC and the other Indemnitees are relying on User’s obligations hereunder and that CSC would be unwilling to enter intothis Agreement in the absence of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthe release and indemnities contained herein.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the Event(a) Lessee and Applicant, Vendor for themselves, their respective successors and assigns, hereby voluntarily assumes responsibility for, and releases, waives, acquits, release and forever the Decatur Chamber discharge Lessor, including any incorporator, member, director, officer, employee, counsel or agent of Commerce Lessor, its successors and their respective boards of directorsassigns, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account from any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, lossescauses of action, liabilitiesaccounting, damagesor any other matter arising in connection with the Project, costs provided, however, nothing contained herein shall be deemed to release Lessor from its undertakings pursuant to this Lease. (b) Applicant, for itself, its successor and assigns, hereby releases and forever discharges Lessee, including any incorporator, member, director, officer, employee, counsel or agent of Lessee, its successors and assigns, from any claims, demands, causes of action, accounting, or any other matter arising in connection with the Project. (c) Lessee covenants and agrees, at its expense, to pay, and to indemnify and save Lessor, and any incorporator, officer, director, agent, counsel, or employee of Lessor, harmless, against and from any and all claims by or on behalf of any person, firm, corporation, or governmental authority, arising from (i) the occupation, use, possession, conduct, or management of or from any work done in or about the Real Property or from the subletting of any part thereof, including any liability for violation of conditions, agreements, restrictions, laws, ordinances, or regulations affecting the Real Property or the occupancy or use thereof, (ii) any condition of the Real Property and the adjoining sidewalks and passageways, (iii) any breach or default on the part of Lessee in the performance of any covenant or agreement to be performed by Lessee pursuant to this Lease, (iv) any act or negligence of Lessee, or any of its agents, contractors, servants, or employees, or (v) Lessor's ownership of the Real Property, Lessor being an Owner under the Declaration, the making of this Lease or any transactions related thereto, and from and against all costs, reasonable counsel fees, expenses, and liabilities incurred in any action or proceeding brought by reason of any claim referred to in the foregoing subsection, except to the extent Applicant is obligated to indemnify Lessor pursuant to this Lease or otherwise. (d) Applicant covenants and agrees, at its expense, to pay, and to indemnify and save Lessor, and any Incorporator, officer, director, agent, counsel, or employee of Lessor, harmless, against and from any and all claims by or on behalf of any person, firm, corporation, or governmental authority, arising from (i) the occupation, use, possession, conduct, or management of or from any work done in or about the Real Property or from the sub-assignment or sub-subletting of any part thereof, including but not limited any liability for violation of conditions, agreements, restrictions, laws, ordinances, or regulations affecting the Project or the occupancy or use of the Real Property, (ii) any condition of the Real Property, (iii) any breach or default on the part of Applicant in the performance of any covenant or agreement to reasonable attorney feesbe performed by Applicant pursuant to this Lease, for (iv) any act or negligence of Applicant, or any of its agents, contractors, servants, employees, or licensees, (v) any accident, injury, death, loss or damage of whatever nature whatsoever caused to any person, propertyfirm, or any other claim resulting fromcorporation, arising out ofin or about the Real Property, or (vi) Applicant's interest in any way related to (i)Vendor’s and use and occupancy of the PremisesReal Property, the making of this Lease or any transactions related thereto, and from and against all costs, reasonable counsel fees, expenses, and liabilities incurred in any action or proceeding brought by reason of any claim referred to in this Section. (ii)Vendor’s participation in the Evente) Upon notice from Lessor, either Lessee or Applicant, as applicable, shall defend Lessor or any of its incorporators, officers, directors, agents, counsel, or employees (iii)an act collectively, "Lessor's Agents"), in any action or omission proceeding brought in connection with any of Vendorthe above. In the event Lessee or Applicant shall fail or refuse to defend Lessor or Lessor's Agents when required above and after receipt of such notice, Lessor shall be entitled to provide its agents, employeesown defense and charge Lessee, or independent contractors or anyone directly or indirectly employed by any Applicant, as applicable, with its expenses incurred in connection therewith. (f) The provisions of them, or by anyone for whose acts or omissions any this Section 5.3 shall survive the termination of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Lease.

Release and Indemnification. In consideration The Owner acknowledges that, in making the Carryover Allocation, the Authority relied upon information and representations given by or on behalf of Vendor’s acceptance the Owner and has made no independent investigation and does not have independent knowledge of the basis for such information and representations. Accordingly, to participate induce the Authority to make the Carryover Allocation, the Owner agrees as follows: (a) The Owner hereby agrees to release and forever discharge the Authority, its members, employees, agents, officers, successors and assigns of and from any and all claims, demands, causes of actions, judgments and executions which any of the Owners has or may hereafter have against the Authority or any such other persons, whether in law or in equity, arising or resulting from, or on account of or pertaining to, whether directly or indirectly, the EventAuthority's making of the Carryover Allocation. (b) The Owner hereby agrees to indemnify, Vendor hereby voluntarily assumes responsibility forsave harmless and defend the Authority, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsits members, officers, agents, employees, memberssuccessors and assigns from any obligation, sponsorsclaim, contributors loss, demand, cost, expense (including the costs of the investigation and volunteers (collectivelysettlement of any claim, and including reasonable attorney's fees) or judgment against the “Releasees”), of and Authority arising or resulting from, and agrees not to sue the Releasees or on account any and all liabilityof or pertaining to, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation Authority's making of the Carryover Allocation. If any such claim is asserted, any indemnified party hereunder will give prompt notice to the Owner and will cooperate in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE investigation and defense of any such claim. The Owner will assume the defense of any such asserted claim by engaging counsel approved by the indemnified party (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVEwhich approval shall not be unreasonably withheld), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees it being understood that the indemnified party shall have the right to indemnify, defend, employ its own separate counsel and hold harmless participate in such proceedings at its own cost and expense. (c) If the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney feesindemnification provided in subsection (b) is, for injuryany reason, death, loss or damage of whatever nature either unavailable to any person, property, the Authority or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, other persons intended to be indemnified thereby or (iii)an act insufficient to hold it or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may harmless, then the Owner hereby agrees to contribute to all amounts paid or payable by the Authority and such other persons as a result of any such obligation, claim, loss, demand, cost, expense, or judgment. The amount to be liablecontributed by the Owner shall be the amount that is appropriate to reflect both the relative benefits received by the Owner, WHETHER ARISING OUT OFon the one hand, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEand by the Authority and such other persons, JOINTon the other hand, CONCURRENTand the relative degrees of fault of the Owner, ACTIVEon the one hand, OR PASSIVE)and of the Authority and such other persons, GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESon the other hand.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in The Company hereby (i) releases the EventIssuer, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsits governing body members, officers, agents, employeesincluding independent contractors, membersconsultants and legal counsel, sponsorsservants and employees (hereinafter, contributors and volunteers (collectivelyfor purposes of this Section, the “Releaseesindemnified parties”), of and ) from, and (ii) agrees that the indemnified parties shall not to sue the Releasees on account any and all liability, demands, losses, claimsbe liable for, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further iii) agrees to indemnify, defend, indemnify and hold harmless the Releasees indemnified parties from and against (except for matters directly resulting from the breach of contract, willful misconduct, bad faith or recklessness of an indemnified party or their agents), all liabilities, losses, damages, costs, expenses, suits, claims, settlements and judgments, of any nature whatsoever arising from or related in any manner whatsoever to the acquisition, improving, equipping, ownership, leasing or operation of the Facilities or any activities related to the foregoing or to the failure of the Company to perform any of its obligations under this Agreement. All covenants, stipulations, promises, agreements and obligations of the Issuer contained herein shall not be deemed to be the covenants, stipulations, promises, agreements and obligations of any governing body member, officer, agent, consultant and legal counsel, servant or employee of the Issuer in the individual capacity thereof. No recourse shall be had for the payment of the principal or Redemption Price of or Purchase Price or interest on the Bonds or for any claim based thereon or hereunder against the Issuer or any governing body member, officer, agent, consultants and legal counsel, servant or employee of the Issuer or any natural person executing the Bonds or pertaining to their sale, delivery, payment, redemption or Mandatory Purchase or Optional Tender Purchase. The Company agrees to indemnify and hold the Trustee and its directors, officers, agents and employees (collectively the “Indemnitees”) harmless from and against any and all claims, demandsliabilities, losses, liabilities, damages, costs fines, penalties, and expenses, including but out-of-pocket and incidental expenses and legal fees (including the allocated costs and expenses of in-house counsel and legal staff) (“Losses”) that may be imposed on, incurred by, or asserted against, the Indemnitees or any of them for following any instructions or other directions upon which Trustee is authorized to rely pursuant to the terms of the Indenture. In addition to and not limited in limitation of the preceding sentence, the Company also agrees to indemnify and hold the Indemnitees and each of them harmless from and against any and all Losses that may be imposed on, incurred by, or asserted against, the Indemnitees or any of them in connection with or arising out of the Trustee’s performance under the Indenture or this Agreement, provided the Indemnitees have not acted with negligence or engaged in willful misconduct. Neither the Issuer nor the Trustee shall be responsible or liable for any market loss suffered in connection with the investment of funds made in accordance with the Indenture, or, absent failure on the part of the Trustee to follow clear and reasonable attorney feesinstructions of the Company for investing moneys, shall have any liability for injurynonpayment of interest on any uninvested moneys that the Trustee may hold at any time in trust or receive under any of the provisions of this Agreement or the Indenture, deathexcept as otherwise specifically agreed in writing. Promptly after receipt by the Issuer or Trustee, loss or damage of whatever nature to any person, propertyas the case may be, or any such other claim resulting fromindemnified person of notice of the commencement of any action in respect of which indemnity any be sought against the Company under this Section, arising out ofsuch person will notify the Company in writing of the commencement thereof, and, subject to the provisions hereinafter stated, the Company shall assume the defense of such action (including the employment of counsel who shall be counsel reasonably satisfactory to the Issuer, Trustee or such other person as the case may be, and the payment of expenses). Insofar as such action shall relate to any alleged liability in respect of which indemnity may be sought against the Company, the Issuer or any such other indemnified person shall have the right to employ separate counsel in any way related such action and to (i)Vendor’s use participate in the defense thereof, but the fees and occupancy expenses of such counsel shall not be at the expense of the Premises, (ii)Vendor’s participation in Company unless the Event, or (iii)an act or omission employment of Vendor, such counsel has been specifically authorized by the Company. The Company shall not be liable to indemnify any person for any settlement of any such action effect without its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESconsent.

Release and Indemnification. In consideration A. The Company releases the Issuer and members of Vendor’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsits Governing Body, officers, agents, employees, memberssuccessors and assigns or other elected or appointed officials of the Issuer, sponsorspast, contributors and volunteers present or future (collectively, hereinafter the “ReleaseesIndemnified Persons”), of and ) from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, Company will indemnify and hold the Indemnified Persons harmless the Releasees from and against any and all claims, damages, demands, lossesexpenses, liabilitiesliabilities and losses of every kind, damagescharacter and nature (the “Losses”) asserted by or on behalf of any person against the Indemnified Persons, including litigation expenses, attorneys fees or court costs in connection with (i) the execution and expensesdelivery of this Agreement and the Amended and Restated Indenture and the obligations imposed on the Issuer under this Agreement and the Amended and Restated Indenture, any actions taken by the Issuer in connection with the performance of this Agreement and the Issuer’s ownership or leasing of the Project Property; (ii) the offering, sale, delivery, or remarketing of the Original Bond and the Amended Bond, including but not limited to reasonable attorney feesany liability that may arise under federal or New Mexico securities laws as a result of inaccurate information supplied by the Company in connection with the issuance of the Original Bond or the Amended Bond or any subsequent sale of the Amended Bond; (iii) the construction, for injuryequipping, deathoperation, use, occupancy and maintenance of the Project by the Company and/or its affiliates and any written statements or representations made or given by the Company and/or an affiliate or any of their respective officers or employees to the Indemnified Persons, with respect to such construction, equipping, operation, use, occupancy or maintenance of the Project, including, but not limited to, statements or representations of facts and other information regarding the operational affairs and financial position of the Company; (iv) any loss or damage to property or any injury to or death of whatever nature any natural person that may be occasioned by any cause whatsoever relating to the operation, installation, maintenance and use of the Project Property; and (v) any personloss or damage incurred by the Issuer as a result of violation by the Company of the provisions of Section 3.02 hereof. The Company also covenants and agrees, propertyat its expense, to indemnify the Indemnified Persons from and against, all costs, reasonable attorney’s fees, expenses and liabilities incurred involving any claim, action or proceeding brought by reason of any such claim. If any such suit, action or proceeding is brought against the Issuer or any Indemnified Person, that suit, action or proceeding will be defended by legal counsel to the Company, reasonably acceptable to the Issuer and the Company will immediately assume the defense at its own cost. The Company will not be liable for any settlement of any proceeding made without its consent (which consent will not be unreasonably withheld) but if settled with the consent of the Company or if there be a final, unappealable judgment for the plaintiff in any such action, the Company will indemnify and hold harmless the Indemnified Persons. B. The Company will also indemnify the Issuer or any Indemnified Person for all reasonable costs and expenses, including reasonable attorneys fees, incurred in: (i) enforcing any obligation of the Company under this Agreement or any related agreement, (ii) taking any action requested by the Company, (iii) taking any action required by this Agreement or any related agreement or (iv) taking any action considered necessary by the Issuer and which is authorized by this Agreement or any related agreement. C. The Company will not be obligated to indemnify the Issuer or any other claim resulting fromIndemnified Person(s) under subsections A and B of this Section 6.02, arising out of, to the extent any Losses are caused or in any way related to (i)Vendor’s use and occupancy occasioned by the gross negligence or willful misconduct of the Premises, (ii)Vendor’s participation Issuer or any other Indemnified Person(s) or if a court of competent jurisdiction finds that the Losses in question were caused by the Event, willful misconduct or (iii)an act negligence of the Issuer or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVEthe involved Indemnified Person(s), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEES.

Release and Indemnification. In consideration of Vendor’s acceptance (a) LICENSEE, for itself, its successors and assignees, agrees to participate in the Event, Vendor and hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account does release COLT from any and all liabilityclaims and liability for damage to property, demands, losses, claims, property loss or personal injury or death which may be sustained by LICENSEE and damages of every kind whether now or hereafter existing, arising out of, or which in any way connected, directly arises from or indirectly, is connected with performance of this Agreement or the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESsale of any Products. Vendor further agrees to indemnify, defend, LICENSEE shall indemnify and hold COLT harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs foreseen and expensesunforeseen liabilities to third parties, including but not limited any claim, damage, loss, expense or other injury (including reasonable attorney’s fees and other fees and costs), arising during or after the term of this Agreement in anyway arising out of LICENSEE’s activities hereunder, including without limitation any actual or alleged: (i) breach or violation by LICENSEE of this Agreement; (ii) other act of commission or omission outside the scope of LICENSEE’s authority, (iii) defect in the Product or other products permitted hereunder or their packaging, whether latent or patent including failure of said articles or their packaging, distribution, promotion, sale or exploitation to reasonable meet any Federal, state or local laws or standards; (iv) claim by any and all employees or subcontractors permitted by LICENSEE to produce or participate in the production of such articles; and (v) improper reproduction or use of the COLT Trademarks or of any copyright, service xxxx, patent, confidential information and privacy, publicity or other rights. In the case of a legal or other proceeding by a third person against LICENSEE and COLT, notwithstanding LICENSEE’s obligation hereunder, COLT shall have the right, in its discretion, to control all aspects of such proceeding (including choice of attorney feesand settlement) and LICENSEE shall assist and fully cooperate with COLT in connection with such proceeding provided that LICENSEE, at its own expense, shall have the right of appearance by counsel of its own selection. (b) COLT, for injuryitself, deathits successors and assignees, loss agrees to indemnify and hold LICENSEE harmless from and against any and all foreseen and unforeseen liabilities to third parties, including any claim, damage, loss, expense or damage of whatever nature to any person, property, or any other claim resulting frominjury (including reasonable attorney’s fees and other fees and costs), arising out of, during or after the term of this Agreement in any way related to (i)Vendorarising out of or connected with a claim that LICENSEE’s use and occupancy of the PremisesTrade Name or the COLT Trademarks infringes on the rights of any other party, provided that this indemnity obligation shall not extend to any claim relating to a use by LICENSEE of the Trade Name or any COLT Trademark in violation of the terms of this Agreement. In the case of such a legal or other proceeding by a third person against LICENSEE and COLT, notwithstanding COLT’s obligation hereunder, LICENSEE shall have the right, in its discretion, to control all aspects of such proceeding (ii)Vendor’s participation including choice of attorney and settlement) and COLT shall assist and fully cooperate with LICENSEE in connection with such proceeding provided that COLT, at its own expense, shall have the Event, or (iii)an act or omission right of Vendor, appearance by counsel of its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESown selection.

Release and Indemnification. In consideration of Vendor’s acceptance to participate All property kept or stored in the EventStorage Space shall be stored at the risk of the Client. The Client releases the Owner, Vendor hereby voluntarily assumes responsibility forits officers, attorneys, agents, directors, shareholders, and releasesemployees (collectively, waivesthe “Released Parties”) from any claim regarding property storage or may occur as a result of storage. The Client shall also indemnify and save it harmless the Owner, acquits, and forever the Decatur Chamber of Commerce and their respective boards of its directors, officers, shareholders, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account representatives from any and all liabilityloss, demands, lossesincluding loss of fee and other amounts payable by the Client pursuant to this User Agreement, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilitiesactions, damages, costs liability and expensesexpense in connection with loss of life, including but not limited to reasonable attorney fees, for personal injury, death, damage to property or any other loss or damage injury whatsoever arising from or out of whatever nature to any person, propertythis User Agreement, or any other claim resulting fromoccurrence in, arising out of, upon or in any way related to (i)Vendor’s at the Premises or the occupancy or use and occupancy by the Client of the PremisesStorage Space or any part thereof, (ii)Vendor’s participation in whether or not the Event, or (iii)an act or omission of VendorOwner, its agentsdirectors, employeesofficers, shareholders, agents or independent contractors servants, employees or anyone directly or indirectly employed by any of them, or by anyone other persons for whose acts or omissions any of them whom it may be liablein law responsible, WHETHER ARISING OUT OFare negligent. If the Owner, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED without fault on its part be made party to any litigation commenced by or against the Client, the Client shall protect, indemnify and hold the Owner harmless and shall pay all costs, expenses and reasonable legal fees incurred or paid by the Owner relating to such litigation. THE CLIENT ACKNOWLEDGES AND AGREES THAT THE PROPERTY AND ANY DESIGNATED VEHICLES, INCLUDING THEIR CONTENTS, ARE PARKED ENTIRELY AT THE CLIENT’S RISK AND VEHICLE CONTENTS ARE NOT COVERED UNDER ANY INSURANCE PROGRAM MADE AVAILABLE BY THE NEGLIGENCE (SOLEOWNER AND THE CLIENT MUST LOOK TO ITS OWN INSURER TO SATISFY ANY CLAIM WHICH MAY ARISE ON ACCOUNT OF DEATH, JOINTINJURY, CONCURRENT, ACTIVE, LOSS OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY DAMAGE REGARDLESS OF THE RELEASEESCAUSE.

Release and Indemnification. In consideration a) It is understood between the parties hereto that the railroad operations of Vendor’s acceptance LICENSOR at or near the Land involve some potential of risk to participate in those entering the EventLand, Vendor hereby voluntarily assumes responsibility forwhich the LICENSEE willingly accepts for itself and the public to which it offers or invites access, and releasesthe LICENSEE, waivesas part of the consideration for this License, acquitshereby releases and waives any right to ask the LICENSOR for or to demand damages or indemnity for or on account of loss of or damage to any property of the LICENSEE or others or for any loss of or injury to its invitees on the Land, whether caused by fault, failure or negligence of LICENSOR or otherwise. Provided that this release and forever waiver does not relate to any claims resulting from the Decatur Chamber intentional or willful misconduct of Commerce the LICENSOR. The LICENSEE acknowledges that the duty of care provided for in subsection 3 (1) of the Occupiers Liability Act does not apply as against the LICENSOR in respect of risks willingly assumed by the persons who enter on these lands and their respective boards of premises whose use is permitted by this License. b) The LICENSEE hereby releases the LICENSOR, its officers, directors, officers, agentsshareholders, employees, memberscontractors and agents, sponsors(-collectively here, contributors and volunteers (collectively, “the “Releasees”), of and LICENSOR”-) from, and the LICENSEE agrees that they shall not be liable for and agrees to sue indemnify, defend and hold the Releasees on account LICENSOR harmless from and against, any and all liability, demandsliabilities, losses, claimsdamages, injuries, penalties, expense, interest, assertions, and damages claims of every kind whether now all natures and descriptions whatsoever arising from or hereafter existing, arising out of, or related in any way connectedto, or by any cause whatsoever, directly or indirectly, arising from, relating to or pertaining to the LICENSEE’s use of the Land permitted under this Agreement, and the exercise by the LICENSEE or others of any of the rights or privileges given under this Agreement and, without limiting the foregoing, anything arising by reason of or in connection with the Event entry, use or Vendor’s participation occupancy of the Land by any person or public having learned of the accessibility of the Trail to public use. Liability of the Licensee to indemnify and defend shall extend to and include all causes of action, and the legal fees, disbursements and taxes and other expenses incurred in defending any suits or actions, which may arise as a result of the Eventpresence or use on the Land of the Trail, WHETHER ARISING OUT OFprovided that liability for any such losses, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLEdamages, JOINTpenalties, CONCURRENTinterest, ACTIVE OR PASSIVE)liabilities or expenses are not incurred or do not result from the intentional or willful wrongdoing of LICENSOR. Subject to that proviso, GROSS NEGLIGENCEthe foregoing indemnity and hold harmless agreement shall apply notwithstanding the fault or negligence on the part of the LICENSOR, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESor any of its officers, directors, employees, contractors or agents, and without regard to any breach of any statutory obligation or common law obligation or to the application of any rule of comparative or apportioned liability. Vendor The Licensee hereby waives the right to any claim against the LICENSOR railway and its employees for such damages. c) The LICENSEE hereby further agrees to indemnify, defend, and hold harmless compensate the Releasees from and against LICENSOR for any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage damage, whether direct or consequential, the LICENSOR may incur by reason of whatever nature the LICENSEE’s failure to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy maintain the Land in such a manner so as not to interfere with or impair the safe and continuing or continuous use of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission Tracks and railroad of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESLICENSOR.

Release and Indemnification. In consideration of Vendor’s acceptance (a) LICENSEE, for itself, its successors and assignees, agrees to participate in the Event, Vendor and hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account does release DEFENSE from any and all liabilityclaims and liability for damage to property, demands, losses, claims, property loss or personal injury or death which may be sustained by LICENSEE and damages of every kind whether now or hereafter existing, arising out of, or which in any way connected, directly arises from or indirectly, is connected with performance of this Agreement or the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESsale of any Products. Vendor further agrees to indemnify, defend, LICENSEE shall indemnify and hold DEFENSE harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs foreseen and expensesunforeseen liabilities to third parties, including but not limited to any claim, damage, loss, expense or other injury (including reasonable attorney feesattorney’s fees and other fees and costs), for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related arising out of LICENSEE’s activities hereunder, including without limitation any actual or alleged: (i) breach or violation by LICENSEE of this Agreement; (ii) other act of commission or omission outside the scope of LICENSEE’s authority; (iii) defect in the Product of other products permitted hereunder or their packaging, whether latent or patent including failure of said articles or their packaging, distribution, promotion, sale or exploitation to meet any Federal, state or local laws or standards; (i)Vendoriv) claim by any and all employees or subcontractors permitted by LICENSEE to produce or participate in the production of such articles; and (v) improper reproduction or use of the DEFENSE Trademarks or of any copyright, service xxxx, patent, confidential information and privacy, publicity or other rights. In the case of a legal or other proceeding by a third person against LICENSEE and DEFENSE, notwithstanding LICENSEE’s obligation hereunder, DEFENSE shall have the right, in its discretion, to control all aspects of such proceeding (including choice of attorney and settlement) and LICENSEE shall assist and fully cooperate with DEFENSE in connection with such proceeding provided that LICENSEE, at its own expense, shall have the right of appearance by counsel of its own selection. (b) DEFENSE, for itself, its successors and assignees, agrees to indemnify and hold LICENSEE harmless from and against any and all foreseen and unforeseen liabilities to third parties, including any claim, damage, loss, expense or other injury (including reasonable attorney’s fees and other fees and costs), in any way arising out of or connected with a claim that LICENSEE’s use and occupancy of the PremisesDEFENSE Trademarks or the Data infringes on the rights of any other party, provided that this indemnity obligation shall not extend to any claim relating to a use by LICENSEE of any DEFENSE Trademark or the Data in violation of the terms of this Agreement. In the case of such a legal or other proceeding by a third person against LICENSEE and DEFENSE, notwithstanding DEFENSE’s obligation hereunder, LICENSEE shall have the right, in its discretion, to control all aspects of such proceeding (ii)Vendor’s participation including choice of attorney and settlement) and DEFENSE shall assist and fully cooperate with LICENSEE in connection with such proceeding provided that DEFENSE, at its own expense, shall have the Event, or (iii)an act or omission right of Vendor, appearance by counsel of its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESown selection.

Release and Indemnification. In consideration The Owner acknowledges that, in issuing IRS Form 8609(s) with respect to the Project, the Authority is relying or will rely upon information and representations given by or on behalf of Vendor’s acceptance the Owner and has made or will make no independent investigation and does not and will not have independent knowledge of the basis for such information and representations. Accordingly, to participate in induce the EventAuthority to issue IRS Form 8609(s), Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, the Owner agrees as follows: The Owner agrees to release and forever discharge the Decatur Chamber of Commerce and their respective boards of directorsAuthority, its members, employees, agents, officers, agents, employees, members, sponsors, contributors successors and volunteers (collectively, the “Releasees”), assigns of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, lossescauses of actions, liabilitiesjudgments and executions which Owner has or may hereafter have against the Authority, damageswhether in law or in equity, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss arising or damage of whatever nature to any person, property, or any other claim resulting from, arising out ofor on account of or pertaining to, whether directly or in any way related indirectly, the issuance of a Form 8609 with respect to (i)Vendor’s use the Project by the Authority. The Owner hereby agrees to indemnify, save harmless and occupancy of defend the PremisesAuthority, (ii)Vendor’s participation in the Eventand its members officers, or (iii)an act or omission of Vendor, its agents, employees, successors and assigns from any obligation, claim, loss, demand, cost, expense (including the costs of the investigation and settlement of any claim, and including reasonable attorney's fees) or independent contractors judgment against the Authority arising or anyone resulting from, or on account of or pertaining to, whether directly or indirectly employed indirectly, the Authority's issuance of a Form 8609 with respect to the Project. If any such claim is asserted, any indemnified party hereunder will give prompt notice to the Owner and will cooperate in the investigation and defense of any such claim. The Owner will assume the defense of any such asserted claim by engaging counsel approved by the indemnified party (which approval shall not be unreasonably withheld), it being understood that the indemnified party shall have the right to employ its own separate counsel and participate in such proceedings at its own cost and expense. If the indemnification provided in subsection (b) is, for any reason, either unavailable to the Authority or any of them, the other persons intended to be indemnified thereby or by anyone for whose acts insufficient to hold it or omissions any of them may harmless, then the Owner hereby agrees to contribute to all amounts paid or payable by the Authority and such other persons as a result of any such obligation, claim, loss, demand, cost, expense, or judgment. The amount to be liablecontributed by the Owner shall be the amount that is appropriate to reflect both the relative benefits received by the Owner, WHETHER ARISING OUT OFon the one hand, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEand by the Authority and such other persons, JOINTon the other hand, CONCURRENTand the relative degrees of fault of the Owner, ACTIVEon the one hand, OR PASSIVE)and of the Authority and such other persons, GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESon the other hand.

Release and Indemnification. In consideration The Representative (on behalf of Vendor’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever Underwriters) releases the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account Paying Agent from any and all liabilityliabilities to which it may become subject insofar as such liabilities (or action in respect thereof) arise out of or are based upon any action taken or omitted to be taken by the Paying Agent pursuant hereto, demandsexcept for any liabilities arising out of its gross negligence, willful misconduct, fraud, material breach of this Agreement or bad faith or any liabilities incurred by Paying Agent in any capacity other than as paying agent hereunder. The Selling Shareholder (the “Indemnifying Parties”) agrees to indemnify the Paying Agent for and to hold it harmless against any and all losses, claims, and damages of every kind whether now or hereafter existing, liabilities incurred on its part arising out of, of or in connection with its acting as Paying Agent pursuant hereto, as well as the reasonably incurred costs and expenses of investigating and defending any way connectedsuch losses, directly claims, damages or indirectlyliabilities, except to the extent such losses, claims, damages or liabilities are due to the Paying Agent’s gross negligence, willful misconduct, fraud, material breach of this Agreement or bad faith. In no case shall the Indemnifying Parties be liable with respect to any claim under this Section 2 by the Paying Agent against the Indemnifying Party unless the Paying Agent shall have notified such Indemnifying Party in writing (in accordance with the Event notice provisions set forth herein) of the assertion of a claim against the Paying Agent or Vendor’s participation of any action commenced against the Paying Agent, promptly after the Paying Agent shall have received notice of any such assertion of a claim or has been served with the summons or other first legal process giving information as to the nature and basis of the claim. The Indemnifying Parties shall be entitled to participate at their own expense in the Eventdefense of any suit brought to enforce any such claim, WHETHER ARISING OUT OFand, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE if the Indemnifying Parties so elect, the Indemnifying Parties shall assume the defense of any such suit. In the event that the Indemnifying Parties shall assume such defense, the Indemnifying Parties shall not thereafter be liable for the fees and expenses of any additional counsel that the Paying Agent retains, so long as the Indemnifying Parties shall retain counsel reasonably satisfactory to the Paying Agent to defend such suit. The Paying Agent agrees not to settle any litigation in connection with any claim or liability with respect to which the Paying Agent may seek indemnification from an Indemnifying Party without the prior written consent of the Indemnifying Party. The Representative (SOLEon behalf of the Underwriters) agrees that the Paying Agent may consult with counsel of its choice and it shall have full and complete authorization and protection for any action taken or suffered by them hereunder in good faith and in accordance with the reasonable opinion of such counsel. In no event shall the Paying Agent be liable for any special, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against indirect or consequential loss or damage of any and all claims, demands, losses, liabilities, damages, costs and expenses, kind whatsoever (including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVElost profits), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEES.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the EventThe Pledgor and Ableco hereby release Fleet and its respective affiliates, Vendor hereby voluntarily assumes responsibility for, officers and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account employees from any and all liabilityclaims, demandscauses of action, liabilities, losses, claimslawsuits, recoupment, demands and/or damages, fines, penalties and damages expenses that may arise as a result of every kind whether now the transactions contemplated by this Agreement or hereafter existingas a result of Fleet entering into or acting in accordance with this Agreement, arising out ofmaking any transfers of funds contemplated by this Agreement, or following any instructions given to Fleet by Ableco or the Pledgor in any way connected, directly or indirectly, accordance with the Event terms of this Agreement, except for proven gross negligence or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEESwillful misconduct by Fleet. Vendor further The Pledgor agrees to indemnify, defend, indemnify and hold harmless the Releasees Fleet and its respective affiliates, officers and employees from and against any and all claims, demandscauses of action, liabilities, losses, liabilitieslawsuits, recoupment, demands and/or damages, costs fines, penalties and expenses, including but not limited to including, without limitation, out of pocket expenses and any and all court costs and reasonable attorney attorneys' fees, for injurythat may arise as a result of Fleet entering into or taking or failing to take any action under this Agreement, death, loss or damage making any transfers of whatever nature to any person, propertyfunds contemplated by this Agreement, or following any other claim resulting frominstructions given to Fleet by Ableco or the Pledgor under this Agreement, arising out ofexcept for gross negligence or willful misconduct by Fleet as determined by a final non-appealable judgment of a court of competent jurisdiction. This indemnification shall survive the termination of this Agreement. Ableco will indemnify Fleet, or in any way related to (i)Vendor’s use and occupancy of the Premisesits officers, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agentsdirectors, employees, and agents, against claims, liabilities, and reasonable expenses (including reasonable attorney fees and disbursements) arising out of (i) directions or independent contractors instructions given by Ableco to Fleet under this Agreement, (ii) actions taken by Fleet in compliance with such directions or anyone directly or indirectly employed by any instructions, and (iii) transfers of themfunds from the Collateral Account to Ableco as provided in this Agreement, except to the extent the claims, liabilities, or expenses are caused by anyone for whose acts Fleet's gross negligence or omissions any willful misconduct as determined by a final non-appealable judgment of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESa court of competent jurisdiction.

Release and Indemnification. In consideration Each of Vendor’s acceptance to participate in the EventCompany and each of the Subsidiaries, Vendor hereby voluntarily assumes responsibility for, individually and releases, waives, acquits, and forever the Decatur Chamber on behalf of Commerce and their its respective boards of directors, officers, employees, agents, principals, predecessors, successors and assigns (the "Releasing Parties"), hereby unconditionally and irrevocably compromises, settles and fully releases and forever discharges Amegy and its present and former officers, servants, employees, membersattorneys, sponsorsagents, contributors principals, directors, shareholders, subsidiaries, predecessors, successors and volunteers assigns (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees "Released Parties") from and indemnifies the Released Parties against any and all costs, expenses (including, but not limited to, any fees and expenses incurred in any bankruptcy proceeding), claims, demands, losses, liabilities, damages, costs and expensesactions, causes of action, liability or suits at law or in equity, of whatever kind or nature, including but not limited to reasonable attorney feesfraudulent inducement claims, for injurywhether arising under state or federal law, deathrule or regulation, loss or damage which any of whatever nature to any personthem now has, property, or any other claim resulting from, arising out ofin the past had, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in future may have against the Event, Released Parties or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, whether known or by anyone for whose acts unknown, asserted or omissions unasserted, that directly or indirectly in any way relate to, are based upon, or arise out of them may be liableany circumstance, WHETHER ARISING OUT OFevent, ATTRIBUTED matter, occurrence, course of dealing, transaction, fact, act, omission, obligation, duty, responsibility, warranty, statement or representation whatsoever related in any way to the Amegy Debt, the Amegy Debt Documents, the Amegy Letters of Credit and any other documents or instruments executed in connection with the Amegy Debt or in evidence of any indebtedness between the Company or the Subsidiaries and Amegy (all of which claims are referred to collectively as the "Released Claims"), INCLUDING, WITH RESPECT TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY ALL OF THE ABOVE, RELEASED CLAIMS WHICH AROSE FROM THE NEGLIGENCE OF A RELEASED PARTY, provided that the obligations of the Releasing Parties under this Section 7 shall not apply to the extent a Released Claim arose from a Released Party's gross negligence or willful misconduct. Each Releasing Party hereby covenants and agrees not to in any manner whatsoever (SOLEi) xxx any Released Party in any court or tribunal or bring any action, JOINTlawsuit or cause of action (whether by way of direct action, CONCURRENTcounterclaim, ACTIVEcrossclaim or interpleader) against any Released Party in any manner whatsoever based upon any matter directly or indirectly related to any Released Claim or (ii) challenge the validity of or attempt to avoid any transfer made or described hereunder. Each Releasing Party hereby agrees, OR PASSIVEunconditionally and irrevocably, to defend, indemnify and hold harmless each of the Released Parties from all Released Claims (collectively, the "Indemnified Claims"), GROSS NEGLIGENCEINCLUDING RELEASED CLAIMS WHICH AROSE FROM THE NEGLIGENCE OF A RELEASED PARTY, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESprovided that the obligations of the Releasing Parties under this Section 7 shall not apply to the extent a Released Claim arose from a Released Party's gross negligence or willful misconduct. Each Releasing Party will indemnify, defend and hold harmless the Released Parties from the Indemnified Claims by all appropriate proceedings to a final conclusion or settlement, at the discretion of the Released Parties.

Release and Indemnification. In consideration a. Neither CSC, nor its officers, directors, agents or members, or the Town of VendorCohasset, shall be liable to User or User’s acceptance guests, agents, employees artists, and the like, for any death, injury, damage or other loss suffered by any of them relating to participate in this Agreement or the transactions contemplated hereby, or arising out of the Event, Vendor including without limitation in connection with or as a result of User’s or User’s guests agents, employees or artists; use of Founders’ Hall, the Rental Premises or the surrounding areas, except that CSC shall be liable for its own gross negligence or willful misconduct. The provisions of this subsection shall survive the termination of this Agreement with respect to any damage injury or loss occurring prior to the termination of this Agreement. b. User hereby voluntarily assumes responsibility foragrees to indemnify and hold harmless CSC, its officers, directors, agents and members, and releasesthe Town of Cohasset (“Indemnitees”) harmless from and against any and all liabilities, waivesobligations, acquitslosses, damages, penalties, actions, judgments, suits, claims, costs, expenses, and disbursements of any kind or nature whatsoever (including the reasonable fees and disbursements of counsel for such Indemnitees in connection with any investigative, administrative or judicial proceedings, whether or not such Indemnitee shall be designated a party thereto) that may be imposed on, incurred by, or asserted against any such Indemnitee in any manner relating to or arising out of this Agreement or the transactions contemplated hereby, including without limitation in connection with or as a result of User or User’s guests, agents, employees, or artists, use of the Rental Premises, including Founders’ Hall, or the surrounding areas, and any breach of this Agreement, except that User shall have no obligation to any Indemnitee hereunder with respect to any liability arising from the gross negligence or willful misconduct of that Indemnitee. The provisions of this subsection shall survive the termination of this Agreement with respect to any damage injury or loss occurring prior to the termination of this Agreement. c. User agrees to forever the Decatur Chamber of Commerce and their respective boards of directorsRELEASE CSC, its officers, agents, employees, membersvolunteers, sponsors, contributors booking agent and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liabilityorganizations assisting or participating in voluntary uses of the Rental Premises, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees including Founders’Hall from and against any and all claims, demands, losses, liabilities, damages, costs actions and expenses, including but not limited causes of action that arise from or relate to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)VendorUser’s use and occupancy of the Rental Premises. d. User further affirms that User has read this Paragraph 6, (ii)Vendor’s and that User understands its contents. User understands that participation in the EventEvent by User's guests is voluntary, or (iii)an act or omission and that User's guests and User are free to choose not to participate in said programs. By signing this Agreement, User affirms that User has decided to allow User's guests to participate in the use of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by the Rental Premises with full knowledge that the Indemnitees will not be liable to anyone for whose acts personal injuries or omissions property damage. e. Permission is granted for any emergency medical treatment needed. f. User acknowledges that CSC and the other Indemnitees are relying on User’s obligations hereunder and that CSC would be unwilling to enter into this Agreement in the absence of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthe release and indemnities contained herein.

Release and Indemnification. In consideration Landlord shall not be liable for any damage occasioned by failure to keep the Leased Premises in repair, and shall not be liable for any damage done or occasioned by or from electric current, plumbing, gas, water, steam, or sewage, or the bursting, leaking, running or failure of Vendor’s acceptance to participate operation of any radiator, tank, water closet, wash stand, waste pipe, air conditioning or any other apparatus in, above, upon or about the Building or other portions of the Leased Premises, nor for damage occasioned by water, snow, or ice being upon any sidewalk or entrance way, or being upon or coming through the roof, skylight, trap door or any other opening in the EventBuilding or other portions of the Leased Premises, Vendor unless occasioned by the willful misconduct of Landlord nor shall Landlord be liable, in any event, for any damage arising from the action or negligence of Tenant, co-tenants or other occupants thereof or of any owners or occupants of adjacent or contiguous property. Tenant hereby voluntarily assumes responsibility for, and releases, waives, acquits, discharges and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defendprotect and save harmless Landlord of and from any and all claims, demands and hold liability for any loss, damage, injury or other casualty to property, whether it be that of either of the parties hereto or of third persons, whether they be third persons of Tenant or agents or employees of Tenant, caused by growing out of or happening in connection with Tenant's use or occupancy of the Leased Premises or Tenant's use of any equipment, facilities or property in, or adjacent to the Building. Landlord shall not be liable in any manner for mail deposited in the mail chute nor any damage sustained to mail so deposited. Landlord agrees that it will at all times during the term of this Lease indemnify, protect, defend and save harmless the Releasees Tenant from and against any and all claims, demandscosts, lossescharge, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for liability or attorneys' fees arising from damage or injury, deathactual or claimed, loss of whatsoever kind or damage character resulting from Landlord's use of whatever nature to the Building or any person, propertypart thereof, or Landlord's use of any other claim resulting fromequipment, arising out offacilities or property in, on or in any way related adjacent to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESBuilding.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in Developer and Landowner release the Event, Vendor hereby voluntarily assumes responsibility for, City and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directorsgoverning body members, officers, agents, employeesservants and employees thereof (hereinafter, members, sponsors, contributors and volunteers (collectivelyfor purposes of this Article III, the “ReleaseesIndemnified Parties”), of and ) from, covenant and agrees agree that the Indemnified Parties shall not to sue the Releasees on account any and all liability, demands, losses, claimsbe liable for, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees agree to indemnify, defend, and hold harmless the Releasees from and against Indemnified Parties against, any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage to property or any injury to or death of whatever nature any person occurring at or about or resulting from any defect in the Minimum Improvements or Development Property. Should the City fail to perform under the State Agreement due to an Event of Default by the Developer and/or Landowner under this Agreement or another separate agreement entered into between the parties, then the Developer and Landowner shall indemnify and hold the City harmless from any loss, including repayment of any grant monies, arising out of or related to the City’s failure to fulfill the terms of the State Agreement. Except to the extent arising from any willful misrepresentation, gross negligence, or any willful or wanton misconduct or any unlawful act of the Indemnified Parties, Developer and Landowner agree to protect and defend the Indemnified Parties, now or forever, and further agree to hold the Indemnified Parties harmless, from any claim, demand, suit, action or other proceedings whatsoever by any person or entity whatsoever arising or purportedly arising from: (i) any violation of any agreement or condition of this Agreement (except with respect to any suit, action, demand or other proceeding brought by Developer or Landowner, respectively, against the City to enforce its rights under this Agreement); (ii) the acquisition and condition of the Development Property and the construction, installation, ownership, and operation of the Minimum Improvements and Development Property; or (iii) any hazardous substance or environmental contamination located in or on the Development Property. The Indemnified Parties shall not be liable for any damage or injury to the persons or property of Developer or Landowner or their officers, agents, servants or employees or any other person who may be about the Minimum Improvements or Development Property due to any act of negligence of any person, propertyother than any act of negligence on the part of any such indemnified party or its officers, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, servants or employees, or independent contractors or anyone directly or indirectly employed by any . The provisions of them, or by anyone for whose acts or omissions any this Article III shall survive the termination of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESthis Agreement.

Release and Indemnification. In consideration No Member shall be liable to the Shareholder for any acts or omissions as a member of Vendor’s acceptance the Committee except for his or her own bad faith or willful misconduct. Except with respect to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectivelyclaims based upon such bad faith or willful misconduct that are successfully asserted against such Member, the “Releasees”), of Shareholder and from, the other Represented Shareholders shall jointly and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, severally indemnify and hold harmless the Releasees each Member from and against any and all claims, demandsdamages, losses, liabilities, damagesclaims, actions, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting fromattorneys' fees and disbursements, arising out ofof and in connection with the Merger Agreement, the Escrow Agreement or this Agreement and the performance of his or her duties hereunder or thereunder. Such Member shall not be liable for any mistake of fact or of law or any error of judgment. Each Member and the Committee is authorized to comply with and obey laws, orders, judgments, decrees, and regulations of any governmental authority, court, tribunal, or arbitrator. If a Member complies with any such law, order, judgment, decree, or regulation, such Member shall not be liable to the Shareholder or to any other person even if such law, order, judgment, decree or regulation is subsequently reversed, modified, annulled, set aside, vacated, found to have been entered without jurisdiction, or found to be in violation or beyond the scope of any way related constitution or law. If (i) a Member is uncertain as to the Committee's duties or rights hereunder, (i)Vendor’s use and occupancy ii) has received any notice, advice, direction or other document from any other party with respect to this Agreement, the Merger Agreement or the Escrow Agreement which, in the Member's opinion, is in conflict with any of the Premisesprovisions of this Agreement, (ii)Vendor’s participation in the EventMerger Agreement or the Escrow Agreement, or (iii)an act iii) is aware that a dispute has arisen with respect to this Agreement, the Merger Agreement or omission of Vendorthe Escrow Agreement, its agentseach Member and the Committee shall be entitled, employeeswithout liability to the Shareholder, to use their best efforts to perform their duties under this Agreement, the Merger Agreement and the Escrow Agreement until the Committee is directed otherwise in writing by an order, decree, or independent contractors judgment of a court of competent jurisdiction which has been finally affirmed on appeal or anyone directly which by lapse of time or indirectly employed by any of them, otherwise is no longer subject to appeal or by anyone for whose acts an accountants' or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESarbitrators' determination as provided in the Merger Agreement or the Escrow Agreement.

Release and Indemnification. In consideration (a) The Borrower will pay all Costs of Vendor’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility forIssuance, and releasesshall at all times protect, waivesindemnify and hold the Issuer and the Governing Body, acquits, and forever the Decatur Chamber of Commerce and their respective boards of members, directors, officers, employees, attorneys and agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demandsliabilities, losses, liabilitiesdamages (including consequential damages), damagescosts, costs expenses (including reasonable attorneys’ fees), taxes, causes of action, suits, claims, demands and expensesjudgments of any nature arising from or in connection with: (i) the Acquisition of the Project or the use or occupancy of the Facilities, including but not limited to reasonable attorney feesincluding, for injurywithout limitation, death, loss all claims or damage of whatever nature to any person, property, or any other claim liability resulting from, arising out of, of or in connection with the acceptance or administration of the Bond Documents or the trusts thereunder or the performance of duties under the Bond Documents or any way related loss or damage to property or any injury to or death of any Person that may be occasioned by any cause whatsoever pertaining to the Project or the use thereof, including without limitation any lease thereof or assignment of any interest in this Agreement, such indemnification to include the reasonable costs and expenses of defending itself or investigating any claim of liability and other reasonable expenses and attorneys’ fees incurred by the Issuer and the Governing Body, and their respective members, directors, officers, employees, attorneys and agents, in connection therewith; (i)Vendor’s use and ii) any injury to or death of any Person or damage to property in or upon the Facilities or growing out of or connected with the ownership use, non-use, condition or occupancy of the PremisesFacilities or any part thereof by Borrower; (iii) any violation of any agreement or covenant of the Bond Documents by Borrower; (iv) any violation of any contract, agreement or restriction by the Borrower relating to the Facilities; (ii)Vendor’s participation v) any violation by Borrower of any law, ordinance or regulation affecting the Facilities or any part thereof or the ownership, occupancy or use thereof by Borrower, or arising out of this Agreement, the Bonds or the transactions contemplated thereby, including any requirements imposed on the Purchaser as a financial institution or any disclosure or registration requirements imposed by any federal or State securities law; (vi) any statement or information relating to the expenditure of the Bond Proceeds contained in the EventTax Certificate or similar document furnished by the Borrower to the Issuer or the Purchaser which, at the time made, is misleading, untrue or incorrect in any material respect; and any other information furnished by the Borrower to the Purchaser or the Issuer in connection with the transactions hereunder contemplated that is misleading, untrue or incorrect in any material respect; (vii) any investigation or audit commenced by the IRS or the Department of Revenue of the State relating to the Project or the income tax exemption of interest payable on the Bonds or any other action, ruling or decision which may give rise to a Determination of Taxability; and (viii) any other cause whatsoever pertaining to the issuance, sale and delivery of the Bonds, the acquisition, installation and operation of the Project, or any action taken in good faith by the Issuer or the Purchaser, their officers and employees, to carry out the transaction contemplated by this Agreement. (iii)an act b) The provisions of this Section will survive payment or omission defeasance of Vendorthe Bonds and termination or expiration of any other provisions of this Agreement. (c) The benefits of this Section shall not inure to any Person other than the Issuer, its agentsthe Governing Body, and their respective members, directors, officers, employees, attorneys and agents, and provided further that such loss, damage, death, injury, claims, demands or independent contractors causes shall not have resulted from the gross negligence or anyone directly willful misconduct of, the Issuer, the Governing Body or indirectly employed by any of themsuch members, or by anyone for whose acts or omissions any of them may be liabledirectors, WHETHER ARISING OUT OFofficers, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLEemployees, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESattorneys and agents.

Release and Indemnification. In consideration of Vendor’s acceptance to participate in the Event, Vendor hereby voluntarily assumes responsibility for, and Undersigned (a) unconditionally releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, agents, employees, members, sponsors, contributors and volunteers (collectively, the “Releasees”), of and fromdischarges, and agrees not to sue xxx the Releasees on account Released Parties for any and all liabilityclaims or causes of action for any liability or loss of any nature, demandsincluding personal injury, losses, claimsdeath, and damages of every kind whether now or hereafter existingproperty damage, arising out of, of or in any way connected, directly or indirectly, with the Event or Vendorrelating to Participant’s participation in any Disabled Sports USA/ Three Rivers Adaptive Sports events or activities or the EventParticipant’s presence on or travel to the premises where such events or activities take place, WHETHER ARISING OUT OFincluding, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE but not limited to claims of negligence, breach of warranty, and/or breach of contract the Undersigned may or will have against the Released Parties; and (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further b) agrees to indemnify, defend, and hold harmless the Releasees Released Parties from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss liability or damage of whatever nature to any personkind and from any suits, propertyclaims, or any other claim resulting fromdemands, including legal fees and expenses whether or not in litigation, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premisesto, (ii)VendorParticipant’s participation in such events or activities or the EventParticipant’s presence on or travel to the premises where such events or activities take place. Undersigned parent, or (iii)an act or omission of Vendor, its agents, employeeslegal guardian, or independent contractors legal representative acknowledges that he/she is not only signing this Agreement on his/her behalf, but that he/she is also signing on behalf of the minor or anyone directly legally incapacitated adult and that the minor or indirectly employed the legally incapacitated adult shall be bound by any all the terms of themthis Agreement. Additionally, by signing this Agreement as the parent, or by anyone legal guardian, or legal representative of a minor or legally incapacitated adult, the parent, legal guardian, or legal representative understands that he/she is also waiving rights on behalf of the minor or legally incapacitated adult that the minor or legally incapacitated adult otherwise may have. The Undersigned parent, or legal guardian, or legal representative agrees that, but for whose acts the foregoing, the minor or omissions any legally incapacitated adult would not be permitted to participate in the activities. By signing below, I hereby represent that I am the parent, legal guardian, or legal representative of them may be liablea minor, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESor legally incapacitated adult Participant and that I have the authority to sign on the Participant’s behalf.

Release and Indemnification. In consideration Operator shall only be liable to --------------------------- Owner for any loss, liability, damage, claim, expense, fine, penalty, interest cost, or other obligation of Vendor’s acceptance any nature ("Obligation") to participate in the Eventextent caused by Operator's, Vendor hereby voluntarily assumes responsibility forits Affiliates', and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards directors', officers', employees', and agents' (the "Operator Parties"), gross negligence, willful misconduct, fraud, or intentional breach of Operator's obligations under this Agreement in performing the Services hereunder. The Operator Parties hereby release Owner, its Affiliates, and their respective directors, officers, agents, employees, members, sponsors, contributors employees and volunteers agents (collectively, the “Releasees”), of and "Owner Parties") from, and agrees not shall indemnify the Owner Parties against, Obligations claimed or asserted in connection with the Services under this Agreement by the Operator Parties, the Owner Parties, or any third party, to sue the Releasees on account any and all liabilityextent caused by the Operator Parties' gross negligence, demandswillful misconduct, lossesfraud, claimsor intentional breach of Operator's obligations under this Agreement in performing the Services. The Owner Parties hereby release the Operator Parties from, and damages of every kind whether now shall indemnify the Operator Parties against, Obligations claimed or hereafter existingasserted in connection with the Services under this Agreement by the Owner Parties, arising out ofthe Operator Parties, or any third party attributable to causes other than the Operator Parties' gross negligence, willful misconduct, fraud, or intentional breach of Operator's obligations under this Agreement in any way connectedperforming the Services hereunder. IT IS THE INTENTION OF THE PARTIES HERETO THAT THE RELEASE BY, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT AND INDEMNITY OBLIGATIONS OF, ATTRIBUTED OWNER UNDER THIS PROVISION HOLD THE OPERATOR PARTIES HARMLESS FROM AND AGAINST THE CONSEAQUENCES OF THEIR OWN ORDINARY NEGLIGENCE TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE EXTENT SUCH ORDINARY NEGLIGENCE (IS THE SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY JOINT CAUSE OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees from and against any and all claims, demands, losses, liabilities, damages, costs and expenses, including but not limited to reasonable attorney fees, for injury, death, loss or damage of whatever nature to any person, property, or any other claim resulting from, arising out of, or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in the Event, or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, or by anyone for whose acts or omissions any of them may be liable, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESOBLIGATIONS.

Release and Indemnification. In consideration a. Except for the willful acts of Vendor’s acceptance to participate in LICENSOR or the Eventacts of gross negligence by LICENSOR, Vendor hereby voluntarily assumes responsibility for, and releases, waives, acquits, and forever the Decatur Chamber of Commerce and their respective boards of directors, officers, its agents, servants, and/or employees, membersLICENSOR will not be under any responsibility or liability for the safeguarding of LICENSEE's furniture, sponsorsfixtures, contributors equipment, or inventory. LICENSEE hereby indemnifies LICENSOR and volunteers (collectively, the “Releasees”), of and from, and agrees not covenants to sue the Releasees on account hold it harmless from any and all liability, demandscosts, losses, claimscharges, and damages expenses of every kind whether now or hereafter existingany kind, arising out ofsort, or in any way connected, description arising directly or indirectlyindirectly from LICENSEE's breach of this Agreement or from LICENSEE's occupancy of the Licensed Space, with the Event and from any liability, costs, charges, and expenses resulting from any injury to person or Vendor’s participation damage to property occurring in the EventLicensed Space or in connection with LICENSEE's use thereof, WHETHER ARISING OUT OFexcept for acts of gross negligence or willful misconduct by LICENSOR, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLEits agents, JOINTservants, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further and/or employees. b. LICENSOR hereby agrees to indemnify, defend, and hold harmless the Releasees indemnify LICENSEE from and against any and all claimsliability, demandscosts, lossescharges, liabilitiesor expenses of any kind, damagessort, costs and expensesor description arising directly or indirectly from LICENSOR's breach of this Agreement or from LICENSOR's or LICENSOR's willful acts or the acts of gross negligence by LICENSOR, including but not limited its agents, servants, and/or employees. c. LICENSOR WILL NOT BE LIABLE, AND LICENSEE WAIVES ALL CLAIMS, FOR INJURY TO OR DEATH OF PERSONS OR DAMAGE TO OR LOSS OF PROPERTY SUSTAINED BY LICENSEE OR ITS INVITEES OR GUESTS RESULTING FROM THE IMPROVEMENTS OR ANY PART THEREOF OR ANY OF LICENSOR'S EQUIPMENT OR APPURTENANCES BEING OUT OF REPAIR FOR WHICH LICENSEE WAS RESPONSIBLE FOR REPAIRING, OR RESULTING DIRECTLY OR INDIRECTLY FROM ANY ACT OR NEGLIGENCE OF LICENSEE OR ANY OCCUPANT OF THE BUILDING OR OF ANY OTHER PERSON, OR FROM ANY OTHER CAUSE WHATSOEVER EXCEPT THE GROSS NEGLIGENCE OF LICENSOR, INCLUDING WITHOUT LIMITATION SUCH CLAIMS FOR DAMAGE RESULTING FROM: (i) equipment functioning improperly; (ii) LICENSOR's failure to reasonable attorney feeskeep the Licensed Space repaired; (iii) injury done or occasioned by wind; (iv) any defect in or failure of plumbing, for injuryheating, deathor air conditioning equipment, loss electrical wiring, or damage installation thereof, gas, water, or steam pipes, stairs, balconies, porches, railings, or sidewalks; (v) broken glass; the backing up of whatever nature to any personsewer pipe or downspout; the bursting, propertyleaking, or running of any tank, tub, wash stand, toilet, waste pipe, drain, or any other claim resulting frompipe or tank in, arising out ofon, or in about the Licensed Space; the escape of steam or hot water; (vi) the falling of any way related to (i)Vendor’s use and occupancy of the Premisesfixture, (ii)Vendor’s participation in the Eventplaster, or stucco; and (iii)an act or omission of Vendorvii) water, its agents, employeessnow, or independent contractors ice being on or anyone directly coming through the roof or indirectly employed by any of themskylight, trap door, stairs, walks, or by anyone for whose acts any other place on or omissions any of them may be liablenear the Licensed Space, WHETHER ARISING OUT OFthe Store, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE, OR PASSIVE), GROSS NEGLIGENCE, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESor otherwise.

Release and Indemnification. In consideration Each of Vendor’s acceptance to participate in Borrower and each of the Eventundersigned Guarantors-Unlimited, Vendor individually and on behalf of its predecessors, administrators and assigns (the “Releasing Parties”), hereby voluntarily assumes responsibility forunconditionally and irrevocably compromises, settles and releases, waives, acquits, fully releases and forever the Decatur Chamber of Commerce discharges Lender and their respective boards of directorsits present and former officers, officersservants, employees, attorneys, agents, employeesprincipals, membersdirectors, sponsorsshareholders, contributors subsidiaries, predecessors, successors and volunteers assigns (collectively, the “ReleaseesReleased Parties”), of and from, and agrees not to sue the Releasees on account any and all liability, demands, losses, claims, and damages of every kind whether now or hereafter existing, arising out of, or in any way connected, directly or indirectly, with the Event or Vendor’s participation in the Event, WHETHER ARISING OUT OF, ATTRIBUTED TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE (SOLE, JOINT, CONCURRENT, ACTIVE OR PASSIVE), GROSS NEGLIGENCE, INTENTIONAL CONDUCT OF ANY OF THE RELEASEES. Vendor further agrees to indemnify, defend, and hold harmless the Releasees ) from and indemnifies the Released Parties against any and all costs, expenses, claims, demands, losses, liabilities, damages, costs and expensesactions, causes of action, liability or suits at law or in equity, of whatever kind or nature, including but not limited to reasonable attorney feesfraudulent inducement claims, for injurywhether arising under state or federal law, deathrule or regulation, loss or damage which any of whatever nature to any person, property, or any other claim resulting from, arising out of, them now has or in any way related to (i)Vendor’s use and occupancy of the Premises, (ii)Vendor’s participation in past had against the Event, Released Parties or (iii)an act or omission of Vendor, its agents, employees, or independent contractors or anyone directly or indirectly employed by any of them, whether known or by anyone for whose acts unknown, asserted or omissions unasserted, that directly or indirectly in any way relate to, are based upon, or arise out of them may be liableany circumstance, WHETHER ARISING OUT OFevent, ATTRIBUTED matter, occurrence, course of dealing, transaction, fact, act, omission, obligation, duty, responsibility, warranty, statement or representation whatsoever related in any way to (a) the Loan Agreement, (b) any Loan Document or (c) any documents or instruments executed in connection with or in evidence of any indebtedness between Borrower and Lender (all of which claims are referred to collectively as the “Released Claims”), INCLUDING, WITH RESPECT TO OR CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY ALL OF THE ABOVE, RELEASED CLAIMS WHICH AROSE FROM THE NEGLIGENCE OF A RELEASED PARTY, provided that the obligations of the Releasing Parties under this Section shall not apply to the extent a Released Claim arose from a Released Party’s gross negligence or willful misconduct. Each Releasing Party hereby covenants and agrees not to in any manner whatsoever xxx any Released Party in any court or tribunal or bring any action, lawsuit or cause of action (SOLEwhether by way of direct action, JOINTcounterclaim, CONCURRENTcrossclaim or interpleader) against any Released Party in any manner whatsoever based upon any matter directly or indirectly related to any Released Claim. Each Releasing Party hereby agrees, ACTIVEunconditionally and irrevocably, OR PASSIVEto defend, indemnify and hold harmless each of the Released Parties from all Released Claims (collectively, the “Indemnified Claims”), GROSS NEGLIGENCEINCLUDING RELEASED CLAIMS WHICH AROSE FROM THE NEGLIGENCE OF A RELEASED PARTY, OR INTENTIONAL CONDUCT OF ANY OF THE RELEASEESprovided that the obligations of the Releasing Parties under this Section shall not apply to the extent a Released Claim arose from a Released Party’s gross negligence or willful misconduct. Each Releasing Party will indemnify, defend and hold harmless the Released Parties from the Indemnified Claims by all appropriate proceedings to a final conclusion or settlement.