Common use of Tenant Obligations Clause in Contracts

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) shall not conduct or knowingly permit any HS Activity in, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and (ii) shall comply or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy of the Premises, and shall cause the Premises to comply with all Environmental Laws; in each case, except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act or omission of any other person other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's Parties"), or relates to any condition existing on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's sole cost and expense. (b) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) shall not conduct or knowingly permit any HS Activity in, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and (ii) shall comply or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy of the Premises, and shall cause the Premises to comply with all Environmental Laws; in each casecase specifically including, but not limited to, any condition existing on the Commencement Date, except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act or omission of any other person other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's Parties"), or relates to any condition existing on the Commencement Date ) (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's sole cost and expense. (b) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l 14.1 hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. any Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On Tenant shall not transport, store, use, generate, manufacture, or after release any Hazardous Materials in or about the Commencement DatePremises, Land, or Factory, nor shall Tenant permit any Tenant Personnel to do any of the foregoing, except if and to the extent such activity is: (i) shall not conduct or knowingly permit any HS Activity in, on or from related to the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and Purpose; (ii) shall comply or cause in compliance with all Environmental Laws applicable to Requirements; and (iii) notified in advance in writing by Tenant's use or occupancy of . Further, except as expressly provided otherwise in the PremisesResponsibilities Matrix, and Tenant shall cause the Premises (as distinct from the Factory and Land) to comply with all Environmental LawsRequirements during the Lease Term, including as applicable by conducting remediation, cleanup and repairs as required by applicable Law and/or any Environmental Requirements; in each caseprovided, except however, that Tesla shall conduct such remediation, cleanup and repairs at its expense if and to the extent such violation results from, that the non-compliance with one or compliance is required as a result of, any act of Landlord more Environmental Requirements was caused by Tesla or any act or omission of any other person other than Tenant and its membersTesla’s visitors, managerslicensees, affiliatesemployees, directors, officers, directorsagents, servants, contractors and/or subcontractors. Further, Tenant shall conduct remediation, cleanup and repairs with respect to the Land and Factory if and to the extent that the non-compliance with one or more Environmental Requirements was caused by Tenant, any Tenant Personnel, or any of Tenant’s visitors, licensees, employees, contractorsdirectors, representativesofficers, agents, assignees or subtenants (collectivelyservants, "Tenant's Parties"), or relates to any condition existing on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's sole cost and expensecontractors and/or subcontractors. (b) Tenant agrees to indemnifyshall provide all information that is requested by Tesla in connection with, defend and hold harmless Landlordrequired for, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant Tesla’s performance of its obligations set forth in under Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same9.2 above, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice and Tenant’s records as required to undertake confirm and evaluate the accuracy and thoroughness of such inspection information. Tenant shall not contest any findings or auditremediation (proposed or required) identified in a filing by Tesla in connection with any Environmental Requirements applicable to the site. Tesla will use Commercially Reasonable Efforts to discuss in good-faith with Tenant any such findings or remediation, provided but only to the extent that such inspection or audit does not interfere with (i) the conduct of Tenant's business on finding(s) and/or remediation pertain to the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection discussion will not, in Tesla’s sole but reasonable determination, result in a breach of confidentiality or audit does not confirm a violation waiver of Tenant's Compliance Obligationapplicable privilege. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) shall not conduct or knowingly permit any HS Activity in, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, Space Plan and (ii) shall comply or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy of the Premises, and shall cause the Premises to comply with all Environmental Laws; in each case, except Specifications. Prior to the extent such violation results fromcommencement of ----------------------------- any alterations, additions, construction, or compliance is required as a result of, any act of Landlord or any act or omission of any other person other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants modifications (collectively, collectively "Tenant's Parties"), or relates to any condition existing on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Workalterations") to the extent required by Environmental Lawspremises or the Building, including, without limitation, Tenant's initial alterations to the Premises and the Building to prepare the premises for Tenant's occupancy (referred to hereinafter as "Tenant's Work"), Tenant shall deliver full and detailed plans and specifications (collectively "Tenant's Plans") to Landlord for its written approval, which approval shall not be unreasonably withheld, conditioned or delayed. Landlord shall respond to Tenant's request for approval of Tenant's Plans within fifteen (15) calendar days, and if Landlord fails to respond within fifteen (15) business days after submission same shall be deemed approved by Landlord. In the event Landlord shall not approve Tenant's Plans, Landlord shall notify Tenant of its objections thereto. Landlord and Tenant shall thereafter work cooperatively and in compliance good faith to reach agreement upon mutually agreeable plans and specifications. Tenant shall engage its own general contractor, construction manager, subcontractor, architect and engineer, each of whom shall be subject to Landlord's approval (which approval shall not be unreasonably withheld, conditioned or delayed) to construct Tenant's Work. Tenant shall be responsible for Landlord's costs related to review of Tenant's Plans by Landlord's architects, engineers and consultants, but Landlord shall not charge any additional supervisory fees in connection with all Environmental LawsTenant's Work or alterations generally, all other than overtime charges for Landlord's personnel or freight. Landlord agrees to reasonably assist, at Tenant's sole cost and expense. (b) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof in obtaining all necessary permits for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance ObligationWork from appropriate governmental authorities. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On If the presence of any Hazardous Materials on, under or after about the Commencement Date, Premises caused or permitted by Tenant or Tenant’s Parties results in (i) shall not conduct or knowingly permit injury to any HS Activity inperson, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and (ii) shall comply injury to or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy contamination of the Premises, and shall cause the Premises or (iii) injury to comply with all Environmental Laws; in each case, except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act or omission contamination of any other person other than Tenant and its membersreal or personal property wherever situated, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's Parties"), or relates to any condition existing on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's its sole cost and expense. (b) Tenant agrees , shall promptly take all actions necessary to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores return the Premises to the condition in which it existed immediately existing prior to the introduction of such damage Hazardous Materials to the Premises and to remedy or repair any such injury or contamination. Without limiting any other rights or remedies of Landlord under this Lease, Tenant shall pay the cost of any cleanup work performed on, under or about the Premises as required by this Lease or any Environmental Laws in connection with the removal, disposal, neutralization or other treatment of such Hazardous Materials caused or permitted by Tenant or Tenant’s Parties. If Landlord has reason to believe that Tenant or Tenant’s Parties may have caused or permitted the release of any Hazardous Materials on, under, from or about the Premises, then Landlord may require Tenant, at Landlord's Tenant’s sole cost and expense, and Landlord shall indemnify Tenant if and to conduct monitoring activities on or about the extent required under Section 14.2 hereof for all lossPremises satisfactory to Landlord, costin its good faith judgment, damageconcerning such release of Hazardous Materials on, liensunder, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or auditabout the Premises. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding Notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except contained in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereofforegoing, Tenant shall have no obligation not, without Landlord’s prior written consent, which consent shall not be unreasonably withheld, take any remedial action in response to the presence of any Hazardous Materials on, under this Lease (i) to defendor about the Premises, indemnify or hold harmless Landlord enter into any settlement agreement, consent decree or Landlord Indemnitees other compromise with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant governmental agency with respect to any Hazardous SubstanceMaterials claims; provided, Environmental Laws however, Landlord’s prior written consent shall not be necessary in the event that the presence of Hazardous Materials on, under or HS Activity, (iii) to conduct any audit or inspection of about the Premises with respect (i) poses an immediate threat to the health, safety or welfare of any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Lawsindividual, or (vii) is of such a nature that an immediate remedial response is necessary and it is not possible to perform or cause performance obtain Landlord’s consent before taking such action. Tenant’s failure to timely comply with this Section 1.20 shall constitute an event of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activitydefault under this Lease.

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) Tenant shall not conduct dispose of or knowingly permit otherwise allow the release of any HS Activity hazardous waste or materials in, on or from under the Premises or knowingly allow the Building, or any Hazardous Substances adjacent property, or in any improvements placed on the Premises, Premises other than in each case, in violation of any Environmental Laws, and (ii) shall comply or cause compliance with all Environmental Laws applicable law. Tenant represents and warrants to TenantLandlord that Tenant will not, without Landlord's prior written consent, use or occupancy of the Premises, and shall cause the Premises for the use, production, disposal or bringing on to comply with all Environmental Laws; in each casethe Premises of any hazardous waste or materials, except to only ordinary and general office supplies typically used in first-class downtown office buildings (including, but not limited to, the extent presence and use of a diesel generator) and only in such violation results fromquantities or concentrations as allowed under applicable laws, rules and regulations. As used in this Section, the term "hazardous waste or compliance is required materials" includes any substance, waste or material defined or designated as a result ofhazardous, any act of Landlord toxic or dangerous (or any act or omission of any other person other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's Parties"), or relates similar term) pursuant to any condition existing on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation")statute, regulation, rule or ordinance now or hereafter in effect. Tenant shall promptly give comply with all such statutes, regulations, rules and ordinances, and if Tenant fails to so comply Landlord may, after reasonable prior notice to Tenant (except in case of emergency) effect such compliance on behalf of Tenant. Tenant shall immediately reimburse Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist for all costs incurred in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's sole cost and expenseeffecting such compliance. (bii) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actionsactual losses, liabilities, damagessuits, assessments, lossesobligations, fines, damages, judgments, penalties, claims, charges, cleanup costs, remedial actions, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited towithout limitation, reasonable consultant fees, attorneys' fees, court costs fees and disbursements, but excluding consequential damages) which may be imposed on, incurred or paid by Tenant arising from Landlord, or by reason of such inspection or audit. The cost of such inspection or audit shall be paid asserted in connection with (i) any misrepresentation, breach of warranty or other default by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation under this Section 35, or (ii) by Landlord if such inspection or audit does not confirm a violation the acts of Tenant's Compliance Obligation. (d) Landlord and , or any subtenant or other person for whom Tenant expressly agree thatwould otherwise be liable, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except resulting in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance release of any Remedial Work with respect to any Hazardous Substance, Environmental Laws hazardous waste or HS Activitymaterials on or in the Premises.

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) shall not conduct or knowingly permit any HS Activity in, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and (ii) shall comply or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy of the Premises, and shall cause the Premises to comply with all Environmental Laws; in each casecase specifically including, but not limited to, any condition existing on the Commencement Date, except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act or omission of any other person other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's PartiesTENANT'S PARTIES"), or relates to any condition existing on the Commencement Date ) (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's sole cost and expense. (b) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord IndemniteesLANDLORD INDEMNITEES") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l 14.1 hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. any Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) shall not conduct or knowingly permit any HS Activity in, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and (ii) shall comply or cause compliance with all Environmental Laws applicable to Tenant's ’s use or occupancy of the Premises, and shall cause the Premises to comply with all Environmental Laws; in each case, case except to the extent such that a violation results from, or compliance is required as a result of, any act of Landlord or any act or omission of any other “Landlord Indemnitees” (defined below) or any person or entity other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees agents or subtenants (collectively, "Tenant's “Tenant Parties"), ”) or relates to any condition existing on as of the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "“Tenant's ’s Compliance Obligation"”). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws filed or threatened against the Premises or Tenant with respect to Tenant's ’s use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's ’s Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "“Remedial Work"”) to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's ’s sole cost and expense. (b) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) Tenant shall not conduct dispose of or knowingly permit otherwise allow the release of any HS Activity hazardous waste or materials in, on or from under the Premises or knowingly allow the Building, or any Hazardous Substances adjacent property, or in any improvements placed on the Premises. Tenant represents and warrants to Landlord that Tenant's intended use of the Premises does not involve the use, in each caseproduction, in violation disposal or bringing on to the Premises of any Environmental Lawshazardous waste or materials, except only ordinary and general office supplies typically used in first-class office buildings and only in such quantities or concentrations as allowed under applicable laws, rules and regulations. As used in this Section, the term "hazardous waste or materials" includes any substance, waste or material defined or designated as hazardous, toxic or dangerous (or any similar term) pursuant to any statute, regulation, rule or ordinance now or hereafter in effect. Tenant shall promptly comply with all such statutes, regulations, rules and ordinances, and if Tenant fails to so comply, Landlord may, after reasonable prior notice to Tenant (except in case of emergency) effect such compliance on behalf of Tenant. Tenant shall immediately reimburse Landlord for all costs incurred in effecting such compliance. (ii) shall comply Tenant agrees to indemnify and hold harmless Landlord against any and all losses, liabilities, suits, obligations, fines, damages, judgments, penalties, claims, charges, cleanup costs, remedial actions, costs and expense (including without limitation, consultant fees, attorneys' fees and disbursements) which may be imposed on, incurred or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy of the Premisespaid by Landlord, and shall cause the Premises to comply with all Environmental Laws; in each case, except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act or omission of any other person other than Tenant and its members, managers, affiliatesagents, employees, and representatives, or asserted in connection with (a) any misrepresentation, breach of warranty or other default by Tenant under this Section, or (b) the acts or omissions of Tenant, its officers, directorsagents, employees, contractors, representativescustomers, agents, assignees or subtenants (collectively, "Tenant's Parties")and invitees, or relates to any condition existing subtenant or other person for whom Tenant would otherwise be liable, resulting in the release of any hazardous waste or materials on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's sole cost and expenseLand. (b) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On If the presence of any Hazardous Materials on, under or after about the Commencement Date, Premises caused or permitted by Tenant or Tenant's Parties results in (i) shall not conduct or knowingly permit injury to any HS Activity inperson, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and (ii) shall comply injury to or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy contamination of the Premises, and shall cause the Premises or (iii) injury to comply with all Environmental Laws; in each case, except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act or omission contamination of any other person other than Tenant and its membersreal or personal property wherever situated, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's Parties"), or relates to any condition existing on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's its sole cost and expense. (b) Tenant agrees , shall promptly take all actions necessary to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores return the Premises to the condition in which it existed immediately existing prior to the introduction of such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if Hazardous Materials to the Premises and to remedy or repair any such injury or contamination. Without limiting any other rights or remedies of Landlord under this Lease, Tenant shall pay the extent cost of any cleanup work performed on, under or about the Premises as required under Section 14.2 hereof for all lossby this Lease or any Environmental Laws in connection with the removal, costdisposal, damage, liens, claims, liabilities neutralization or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred other treatment of such Hazardous Materials caused or permitted by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding Parties. Notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except contained in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereofforegoing, Tenant shall have no obligation not, without Landlord's prior written consent, take any remedial action in response to the presence of any Hazardous Materials on, under this Lease (i) to defendor about the Premises, indemnify or hold harmless Landlord enter into any settlement agreement, consent decree or Landlord Indemnitees other compromise with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant governmental agency with respect to any Hazardous SubstanceMaterials claims; provided, Environmental Laws however, Landlord 's prior written consent shall not be necessary in the event that the presence of Hazardous Materials on, under or HS Activity, (iii) to conduct any audit or inspection of about the Premises with respect (i) poses an immediate threat to the health, safety or welfare of any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Lawsindividual, or (vii) is of such a nature that an immediate remedial response is necessary and it is not possible to perform obtain Landlord's consent before taking such action. Tenant's failure to timely comply with this Subsection or cause performance any other Subsection of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activitythis Section shall constitute an event of default under this Lease.

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) shall not conduct or knowingly permit any HS Activity in, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and (ii) shall comply or cause compliance with all Environmental Enviromnental Laws applicable to Tenant's use or occupancy of the Premises, and shall cause the Premises to comply with all Environmental Laws; in each casecase specifically including, but not limited to, any condition existing on the Commencement Date, except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act or omission of any other person other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's PartiesTENANT'S PARTIES"), or relates to any condition existing on the Commencement Date ) (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial WorkREMEDIAL WORK") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's sole cost and expense. (b) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord IndemniteesLANDLORD INDEMNITEES") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l 14.1 hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. any Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On Tenant shall assume and perform any and all obligations of Landlord under any existing recorded covenants, easements, and agreements affecting the title to the Premises and shall diligently comply with, at its own expense during the Term hereof, all present and future laws, acts, rules, requirements, orders, directions, ordinances, and/or regulations, ordinary or after the Commencement Dateextraordinary, Tenant (i) shall not conduct foreseen or knowingly permit any HS Activity inunforeseen, on or from concerning the Premises or knowingly allow any Hazardous Substances on part thereof, or the use thereof, or the streets adjacent thereto, of any federal, state, municipal, or other public department, bureau, officer, or authority, or other body having similar functions, or of any liability, fire, or other insurance company having policies outstanding with respect to the Premises, in each casewhether or not such laws, in violation acts, rules, requirements, orders, directions, ordinances and/or regulations require the making of any Environmental Laws, and (ii) shall comply structural alterations or cause compliance with all Environmental Laws applicable to Tenant's the use or occupancy application of portions of the Premises for compliance therewith or interfere with the use and enjoyment of the Premises, the intention of the parties being with respect thereto that Tenant during the Term hereby granted, shall discharge and perform all the obligations of Landlord, as well as all obligations of Tenant, arising as aforesaid, and save Landlord harmless therefrom, so that at all times the rental of the Premises shall be net to the Landlord without deduction or expenses on account of any such law, act, rule, requirement, order direction, ordinance and/or regulation whatever it may be; provided, however, that Tenant may, in good faith (and wherever necessary, in the name of, but without expense to and with the prior written permission of, Landlord), contest the validity of any such law, act, rule, requirement, order, direction, ordinance and/or regulation and, pending the determination of such contest, may postpone compliance therewith, except that Tenant shall not so postpone compliance therewith, as to subject Landlord to the risk of any fine or penalty or to prosecute for a crime, or to cause the Premises to comply with all Environmental Laws; in each case, except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act part thereof to be condemned or omission of any other person other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's Parties"), or relates to any condition existing on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's sole cost and expensebe vacated. (b) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On or From and after the Commencement DateDate and throughout the term of this Lease, Tenant (i) shall not conduct or knowingly permit any HS Activity inmaintain and keep in force, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and (ii) shall comply or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy of the Premises, and shall cause the Premises to comply with all Environmental Laws; in each case, except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act or omission of any other person other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's Parties"), or relates to any condition existing on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's sole own cost and expense. (b) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of Comprehensive General Liability insurance naming Tenant Landlord as an additional insured with respect to occurrences on the Lease Property (including builders risk coverage throughout the making of any alterations, additions or construction at the Leased Property by Tenant or its designee), in amounts not less than $1,000,000 for personal and containing bodily injury to anyone person, $1,000,000 for personal and bodily injury to all persons in any one occurrence, and $500,000 for damage to property; and Tenant shall indemnify Landlord from, and hold Landlord harmless against, any and all claims for personal injury, wrongful death and property damage occurring on the Leased Property or resulting from any acts, omissions or negligence of Tenant, its agents or employees, unless such injury, death or damage results from the acts, omissions or negligence of Landlord, its agents, employees or contractors, from structural defects of the Leased Property or from any failure of Landlord to perform any of its obligations under this Lease. Landlord may also require Tenant to carry such other types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition may be necessary or desirable in which it existed immediately prior to such damage at Landlord's sole cost determination in order to insure and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) protect Landlord and Tenant expressly agree that, notwithstanding anything against specific risks of loss related to the contrary set forth Tenant's specific use of the Leased Property, all of which shall be provided in this Lease (including, but not limited to, such amounts as Landlord shall determine at the provisions sole cost of Section l4.l hereof), except Tenant. In the event that the permitted uses carried on by the Tenant at the Leased Property shall result in an increase in the case premiums payable by the Landlord for the insurance required to be carried by the Landlord by this Article, or otherwise under this Lease, then in such event Tenant shall, upon written notice from the Landlord, promptly pay the amount of such increased premiums attributable to the Tenant's obligations expressly set forth under Sections 5.2(a), (b) uses and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of operations at the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS ActivityPremises.

Tenant Obligations. (aA) On or after A tenant who is a party to a rental agreement shall do all of the Commencement Datefollowing: (1) Keep that part of the premises that he occupies and uses safe and sanitary; (2) Dispose of all rubbish, Tenant (i) shall not conduct or knowingly permit any HS Activity in, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Lawsgarbage, and (ii) shall comply or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy of the Premisesother waste in a clean, safe, and shall cause sanitary manner; (3) Keep all plumbing fixtures in the Premises to comply dwelling unit or used by him as clean as their condition permits; (4) Use and operate all electrical and plumbing fixtures properly; (5) Comply with the requirements imposed on tenants by all Environmental Laws; in each caseapplicable state and local housing, except to the extent such violation results fromhealth, or compliance is required as a result of, any act of Landlord or any act or omission of and safety codes; (6) Personally refrain and forbid any other person other than Tenant and its memberswho is on the premises with his permission from intentionally or negligently destroying, managersdefacing, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's Parties")damaging, or relates removing any fixture, appliance, or other part of the premises; (7) Maintain in good working order and condition any range, refrigerator, washer, dryer, dishwasher, or other appliances supplied by the landlord and required to be maintained by the tenant under the terms and conditions of a written rental agreement; (8) Conduct himself and require other persons on the premises with his consent to conduct themselves in a manner that will not disturb his neighbors’ peaceful enjoyment of the premises; (9) Conduct himself, and require persons in his household and persons on the premises with his consent to conduct themselves, in connection with the premises so as not to violate the prohibitions contained in Chapters 2925. and 3719. of the Revised Code, or in municipal ordinances that are substantially similar to any condition existing on the Commencement Date (the obligations section in either of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice those chapters, which relate to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's sole cost and expensecontrolled substances. (bB) Tenant agrees The tenant shall not unreasonably withhold consent for the landlord to indemnifyenter into the dwelling unit in order to inspect the premises, defend and hold harmless Landlordmake ordinary, any Landlord Lender and their respective managersnecessary, partnersor agreed repairs, membersdecorations, officersalterations, directorsor improvements, shareholdersdeliver parcels that are too large for the tenant’s mail facilities, employees and agents ("Landlord Indemnitees") from and against any and all claimssupply necessary or agreed services, demandsor exhibit the dwelling unit to prospective or actual purchasers, actionsmortgagees, liabilitiestenants, damagesworkmen, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Leasecontractors. (c1) Upon Landlord's requestIf the tenant violates any provision of this section, at other than division (A)(9) of this section, the landlord may recover any time after actual damages that result from the occurrence violation together with reasonable attorney’s fees. This remedy is in addition to any right of the landlord to terminate the rental agreement, to maintain an action for the possession of the premises, or to obtain injunctive relief to compel access under division (B) of this section. (2) If the tenant violates division (A)(9) of this section and during if the continuance landlord has actual knowledge of an Event of Default or at such other time as Landlord has reasonable grounds cause to believe that Tenant is the tenant, any person in violation of Tenant's Compliance Obligationthe tenant’s household, Tenant shall cause an inspection or audit any person on the premises with the consent of the Premises tenant previously has or presently is engaged in a violation as described in division (A)(6)(a)(i) of section 1923.02 of the Revised Code, whether or not the tenant or other person has been charged with, has pleaded guilty to or been convicted of, or has been determined to be a delinquent child for an act that, if committed by an environmental engineer or other appropriate consultant reasonably approved adult, would be a violation as described in that division, then the landlord promptly shall give the notice required by Landlord to determine division (C) of section 5321.17 of the presence or absence of Hazardous Substances on the PremisesRevised Code. If Tenant the tenant fails to effectuate vacate the commencement of such inspection or audit premises within thirty (30) three days after such request the giving of that notice, then the landlord promptly shall comply with division (A)(9) of section 5321.04 of the Revised Code. For purposes of this division, actual knowledge or fails reasonable cause to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant believe as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition described in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit this division shall be paid determined in accordance with division (iA)(6)(a)(i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection section 1923.02 of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS ActivityRevised Code.

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) shall not conduct bring or knowingly permit allow any HS Activity in, of Tenant's Agents to bring on or from the Premises or knowingly allow the Project, any asbestos, petroleum or petroleum products, used oil, explosives, toxic materials or substances defined as hazardous wastes, hazardous materials or hazardous substances under any federal, state or local law or regulation (“Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and (ii) shall comply or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy of the Premises, and shall cause the Premises to comply with all Environmental Laws; in each caseMaterials”), except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act or omission of any other person other than Tenant for routine office and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's Parties"), or relates to any condition existing on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or janitorial supplies used on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to stored in the extent required by Environmental Lawsusual and customary manner and quantities, and in compliance with all Environmental Lawsapplicable environmental laws and regulations (“Permitted Materials”). Except as provided in this Section 9.2, all in the event of any release of Hazardous Materials on, from, under or about the Premises or the Project as the result of Tenant’s occupancy or use of the Premises, Landlord shall have the right, but not the obligation, to cause Tenant, at Tenant's ’s sole cost and expense. (b) , to clean up, remove, remediate and repair any soil or groundwater contamination or other damage or contamination in conformance with the requirements of applicable law. Subject to the waivers set forth in Section 15.5, Tenant agrees to shall indemnify, defend and protect, hold harmless and defend (by counsel acceptable to Landlord) Landlord, any Landlord Lender its affiliates, its Agents and each of their respective managersAgents, partnerssuccessors and assigns, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all demands, claims, demandscauses of action, actionsdamages, penalties, fines, liabilities, damages, assessments, losses, fines, penaltiesjudgments, costs and expensesexpenses (including, including remediationwithout limitation, clean-up and detoxification costs and reasonable attorneys' fees’ fees and court costs) (“Claims”) to the extent caused by or arising out of (i) a violation of the foregoing prohibitions or (ii) the presence or release of any Hazardous Materials on, arising from from, under or related about the Premises, the Project or other properties as the result of Tenant's occupancy or use of the Premises. Notwithstanding anything to the contrary, Tenant's obligation to indemnify, protect, hold harmless and defend Landlord, its affiliates, its Agents and each of their respective Agents, successors and assigns, shall not extend to any Claims arising as a result of, and Tenant shall not have any liability to Landlord under this Section 9.2 resulting from, any Hazardous Materials (A) existing or generated, on, from, under or about the Project, including, without limitation, the Premises, prior to the Date of Lease (“Pre-Existing Contamination”) unless caused or exacerbated by Tenant’s or Tenant’s Agents’ release of Hazardous Materials, exacerbation of Pre-Existing Contamination, violation of any applicable laws, statutes, ordinances or governmental rules or regulations or breach or violation by Tenant of its obligations set forth under this Section 9.2 (collectively, and separately referred to as “Tenant Responsible Contamination”), subject to the waivers in Section 5.2(a). The provisions of Section 5.2 shall survive 15.5, (B) that migrate onto the expiration Premises, Building or termination of this Lease. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation Project by no fault of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer (C) generated or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business brought on the Premises, Building or Project by Landlord provides or its Agents. Tenant certificates shall immediately give Landlord written notice (1) of insurance naming Tenant as an additional insured and containing such types any suspected breach of insurance and limits as Tenant reasonably requiresthis Section 9.2, Landlord promptly repairs (2) upon Tenant’s actual knowledge of the presence or any damage caused by such testing and restores release of any Hazardous Materials (other than Permitted Materials) within or about the Premises or (3) upon receiving any notices from governmental agencies or other parties pertaining to Hazardous Materials which may affect the Premises. Neither the written consent of Landlord to the condition in which it existed immediately prior presence of the Hazardous Materials, nor Tenant's compliance with all laws applicable to such damage at Landlord's sole cost and expenseHazardous Materials, and shall relieve Tenant of its indemnification obligation under this Lease. Landlord shall indemnify Tenant if and have the right from time to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (includingtime, but not limited tothe obligation, reasonable attorneys' feesto (x) request from Tenant information showing Tenant’s compliance with its obligations under Section 9.2; and (y) to enter upon the Premises in accordance with Article XIV to conduct such inspections and undertake such sampling and testing activities as Landlord deems necessary or desirable to determine whether Tenant is in compliance with its obligations under Section 9.2, court costs and disbursements) incurred by Tenant arising from except that in no event may Landlord sample or by reason of such inspection test tenant raw materials, lab materials, products or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation processes, except with the prior written consent of Tenant's Compliance Obligation or (ii) by Landlord , which consent may be withheld if such inspection or audit does not confirm a violation of Tenant's Compliance Obligationcommercially reasonable alternative means exist to assure Tenant compliance. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) shall not conduct bring or knowingly permit allow any HS Activity in, of Tenant’s Agents to bring on or from the Premises or knowingly allow the Project, any asbestos, petroleum or petroleum products, used oil, explosives, toxic materials or substances defined as hazardous wastes, hazardous materials or hazardous substances under any federal, state or local law or regulation (“Hazardous Substances on the PremisesMaterials”), in each caseexcept for routine office, in violation of any Environmental Lawslab, research and development, and (ii) shall comply or cause compliance with all Environmental Laws applicable to Tenant's use or occupancy of the Premises, and shall cause the Premises to comply with all Environmental Laws; in each case, except to the extent such violation results from, or compliance is required as a result of, any act of Landlord or any act or omission of any other person other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees or subtenants (collectively, "Tenant's Parties"), or relates to any condition existing on the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "Tenant's Compliance Obligation"). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws with respect to Tenant's use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or janitorial supplies used on the Premises to which Tenant's Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "Remedial Work") to stored in the extent required by Environmental Lawsusual and customary manner and quantities, and in compliance with all Environmental Lawsapplicable environmental laws and regulations. In the event of any release of Hazardous Materials on, all from, under or about the Premises or the Project, Landlord shall have the right, but not the obligation to the extent such release is as the result of Tenant’s occupancy or use of the Premises, to cause Tenant, at Tenant's ’s sole cost and expense. (b) , to clean up, remove, remediate and repair any soil or groundwater contamination or other damage or contamination as required by and in conformance with the requirements of applicable law. Tenant agrees to shall indemnify, defend and protect, hold harmless and defend (by counsel acceptable to Landlord) Landlord, any Landlord Lender its affiliates, its Agents and each of their respective managersAgents, partnerssuccessors and assigns, members, officers, directors, shareholders, employees and agents ("Landlord Indemnitees") from and against any and all demands, claims, demandscauses of action, actionsdamages, penalties, fines, liabilities, damages, assessments, losses, fines, penaltiesjudgments, costs and expensesexpenses (including, including remediationwithout limitation, clean-up and detoxification costs and reasonable attorneys' fees’ fees and court costs) (“Claims”) to the extent caused by or arising out of (i) a violation of the foregoing prohibitions by Tenant or Tenant’s Agents or (ii) the presence or release of any Hazardous Materials on, arising from from, under or related about the Premises, the Project or other properties as the result of Tenant’s occupancy or use of the Premises. Neither the written consent of Landlord to any breach or violation by the presence of the Hazardous Materials, nor Tenant’s compliance with all laws applicable to such Hazardous Materials, shall relieve Tenant of its indemnification obligation under this Lease. Tenant shall immediately give Landlord written notice (a) of any suspected breach of this Section 9.2, (b) upon learning of the presence or any release of any Hazardous Materials within or about the Premises, or (c) upon receiving any notices from governmental agencies or other parties pertaining to Hazardous Materials which may affect the Premises. Landlord shall have the right from time to time, but not the obligation, to (1) request from Tenant information showing Tenant’s compliance with its obligations under Section 9.2; and (2) to enter upon the Premises in accordance with Article XIV to conduct such inspections and undertake such sampling and testing activities as Landlord deems necessary or desirable to determine whether Tenant is in compliance with its obligations under Section 9.2, except that in no event may Landlord sample or test tenant raw materials, lab materials, products or processes, except with the prior written consent of Tenant, which consent may be withheld if commercially reasonable alternative means exist to assure Tenant compliance. Notwithstanding anything to the contrary in this Lease, in no event shall Tenant be responsible or liable under this Section 9.2 in any manner whatsoever for any Claims that arise or result from the Pre-Existing Contamination, except for any Tenant Responsible Contamination (as defined in Section 9.2(b)), subject to the waivers set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease15.5. (c) Upon Landlord's request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' fees, court costs and disbursements) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l hereof), except in the case of Tenant's obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.

Tenant Obligations. (a) On or after the Commencement Date, Tenant (i) shall not conduct or knowingly permit any HS Activity in, on or from the Premises or knowingly allow any Hazardous Substances on the Premises, in each case, in violation of any Environmental Laws, and (ii) shall comply or cause compliance with all Environmental Laws applicable to Tenant's ’s use or occupancy of the Premises, and shall cause the Premises to comply with all Environmental Laws; in each case, case except to the extent such that a violation results from, or compliance is required as a result of, any act of Landlord or any act or omission of any other “Landlord Indemnitees” (defined below) or any person or entity other than Tenant and its members, managers, affiliates, officers, directors, employees, contractors, representatives, agents, assignees agents or subtenants (collectively, "Tenant's “Tenant Parties"), ”) or relates to any condition existing on as of the Commencement Date (the obligations of Tenant under the preceding clauses (i) and (ii) are called "“Tenant's ’s Compliance Obligation"”). Tenant shall promptly give notice to Landlord if Tenant becomes aware of any action, claim, suit or proceeding relating to a violation or alleged violation of any Environmental Laws filed or threatened against the Premises or Tenant with respect to Tenant's ’s use or occupancy of the Premises filed or threatened against Tenant or the Premises. If, at any time during the Term, Hazardous Substances shall exist in or on the Premises to which Tenant's ’s Compliance Obligation applies, then Tenant shall, or shall cause responsible third parties to, promptly commence and diligently implement all investigation, site monitoring, containment, cleanup, removal, restoration or other remedial work of any kind or nature (collectively, "“Remedial Work"”) to the extent required by Environmental Laws, and in compliance with all Environmental Laws, all at Tenant's ’s sole cost and expense. (b) Tenant agrees to indemnify, defend and hold harmless Landlord, any Landlord Lender and their respective managers, partners, members, officers, directors, shareholders, employees and agents ("“Landlord Indemnitees"”) from and against any and all claims, demands, actions, liabilities, damages, assessments, losses, fines, penalties, costs and expenses, including remediation, clean-up and detoxification costs and reasonable attorneys' ’ fees, arising from or related to any breach or violation by Tenant of its obligations set forth in Section 5.2(a). The provisions of Section 5.2 shall survive the expiration or termination of this Lease. (c) Upon Landlord's ’s request, at any time after the occurrence and during the continuance of an Event of Default or at such other time as Landlord has reasonable grounds to believe that Tenant is in violation of Tenant's ’s Compliance Obligation, Tenant shall cause an inspection or audit of the Premises by an environmental engineer or other appropriate consultant reasonably approved by Landlord to determine the presence or absence of Hazardous Substances on the Premises. If Tenant fails to effectuate the commencement of such inspection or audit within thirty (30) days after such request or fails to deliver a written report of such inspection or audit to Landlord within sixty (60) days after such request, Landlord may order the same, and Tenant hereby grants to Landlord and its respective employees, contractors and agents access to the Premises upon prior reasonable notice to undertake such inspection or audit, provided that such inspection or audit does not interfere with the conduct of Tenant's ’s business on the Premises, Landlord provides Tenant certificates of insurance naming Tenant as an additional insured and containing such types of insurance and limits as Tenant reasonably requires, Landlord promptly repairs any damage caused by such testing and restores the Premises to the condition in which it existed immediately prior to such damage at Landlord's ’s sole cost and expense, and Landlord shall indemnify Tenant if and to the extent required under Section 14.2 hereof for all loss, cost, damage, liens, claims, liabilities or expenses (including, but not limited to, reasonable attorneys' ’ fees, court costs and disbursements, but excluding the cost of Remedial Work) incurred by Tenant arising from or by reason of such inspection or audit. The cost of such inspection or audit shall be paid (i) by Tenant if such inspection or audit shall confirm a violation of Tenant's ’s Compliance Obligation or (ii) by Landlord if such inspection or audit does not confirm a violation of Tenant's ’s Compliance Obligation. (d) Landlord and Tenant expressly agree that, notwithstanding anything to the contrary set forth in this Lease (including, but not limited to, the provisions of Section l4.l 14.1 hereof), except in the case of Tenant's ’s obligations expressly set forth under Sections 5.2(a), (b) and (c) hereof, Tenant shall have no obligation under this Lease (i) to defend, indemnify or hold harmless Landlord or Landlord Indemnitees with respect to any. any Hazardous Substance, Environmental Laws or HS Activity, (ii) to engage any environmental engineer or appropriate consultant with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iii) to conduct any audit or inspection of the Premises with respect to any Hazardous Substance, Environmental Laws or HS Activity, (iv) to comply or cause compliance with any Environmental Laws, or (v) to perform or cause performance of any Remedial Work with respect to any Hazardous Substance, Environmental Laws or HS Activity.