Common use of Tenant’s Exculpation Clause in Contracts

Tenant’s Exculpation. Tenant shall neither be liable for nor otherwise obligated to Landlord under any provision of this Lease with respect to (i) any claim, remediation obligation, investigation obligation, liability, cause of action, attorney’s fees, consultants’ cost, expense or damage resulting from any Hazardous Substance present in, on or about the Premises, the Building or the R&D Park to the extent neither caused nor otherwise permitted, directly or indirectly, by Tenant or the Tenant Entities; or (ii) the removal, investigation, monitoring or remediation of any Hazardous Substance present in, on or about the Premises, the Building or the R&D Park caused by any source, including third parties other than Tenant and the Tenant Entities, as a result of or in connection with the acts or omissions of persons other than Tenant or the Tenant Entities; provided, however, Tenant shall be fully liable for and otherwise obligated to Landlord under the provisions of this Lease for all liabilities, costs, damages, penalties, claims, judgments, expenses (including without limitation, attorneys’ and experts’ fees and costs) and losses to the extent (A) Tenant or any of the Tenant Entities exacerbates the conditions caused by such Hazardous Substances, or (B) Tenant and/or the Tenant Entities allows or permits persons over which Tenant or any of the Tenant Entities has control and/or for which Tenant or any of the Tenant Entities are legally responsible for, to cause such Hazardous Substances to be present in, on, under, through or about any portion of the Premises, the Building or the R&D Park, or does not take all reasonably appropriate actions to prevent such persons over which Tenant or any of the Tenant Entities has control and/or for which Tenant or any of the Tenant Entities are legally responsible from causing the presence of Hazardous Substances in, on, under, through or about any portion of the Premises, the Building or the R&D Park.

Tenant’s Exculpation. Notwithstanding anything to the contrary in this Lease, Tenant shall neither not be liable to Landlord for nor otherwise obligated to Landlord under any provision of this the Lease with respect to the following: (i) any claim, remediation remediation, obligation, investigation obligationinvestigation, liability, cause of action, attorney’s 's fees, consultants’ ' cost, expense or damage resulting from any Hazardous Substance Materials present in, on or about the Premises, Premises or the Building or the R&D Park to the extent neither not caused nor or otherwise permitted, directly or indirectly, by Tenant or the Tenant EntitiesTenant's Representatives; or (ii) the removal, investigation, monitoring or remediation of any Hazardous Substance Material present in, on or about the Premises, Premises or the Building or the R&D Park directly caused by any source, including third parties other than Tenant and the Tenant Entitiesparties, as a result of or in connection with the acts or omissions of persons other than Tenant or the Tenant EntitiesTenant's Representatives; provided, however, Tenant shall be fully liable for and otherwise obligated to Landlord under the provisions of this Lease for all liabilities, costs, damages, penalties, claims, judgments, expenses (including without limitation, attorneys’ ' and experts’ ' fees and costs) and losses to the extent (Aa) Tenant or any of Tenant's Representatives contributes to the presence of such Hazardous Materials, or Tenant Entities and/or any of Tenant's Representatives exacerbates the conditions caused by such Hazardous SubstancesMaterials, or (Bb) Tenant and/or the Tenant Entities Tenant's Representatives allows or permits persons over which Tenant or any of the Tenant Entities Tenant's Representatives has control control, and/or for which Tenant or any of the Tenant Entities Tenant's Representatives are legally responsible forresponsible, to cause such Hazardous Substances Materials to be present in, on, under, through or about any portion of the Premises, the Building Common Areas or the R&D ParkBuilding, or (c) Tenant and/or any of Tenant's Representatives does not take all reasonably appropriate actions to prevent such persons over which Tenant or any of the Tenant Entities Tenant's Representatives has control and/or for which Tenant or any of the Tenant Entities Tenant's Representatives are legally responsible from causing the presence of Hazardous Substances Materials in, on, under, through or about any portion of the Premises, the Building Common Areas or the R&D ParkBuilding. Subject to the provisions of the immediately preceding sentence, Landlord agrees to remediate, to the extent required by applicable Environmental Laws, at Landlord's sole cost and expense, any Hazardous Materials in or on the Premises or the Building to the extend not caused or otherwise permitted, directly or indirectly, by Tenant or Tenant's Representatives. Tenant hereby acknowledges and agrees as follows: (a) prior to executing this Lease Tenant has received or has had ample opportunity to review (as applicable) a true and complete copy of that certain Phase I Environmental Site Assessment report dated April 8, 1998, prepared by Lowne Associates (the "Environmental Report"); (b) except for permissibly disclosing and delivering a copy thereof to its employees, officers and invitees, not to disseminate or otherwise permit any employee, agent or other person over which Tenant has lawful authority to copy, publish or otherwise disseminate the Environmental Report or the information contained therein (except as may be lawfully compelled or otherwise required by valid rule, regulation, or law); and (c) Landlord has provided to Tenant the Environmental Report for informational purposes only and Tenant may not rely upon the information contained in the Environmental Report unless and until Tenant obtains the environmental firm's written consent to such reliance thereon by Tenant.

Tenant’s Exculpation. Tenant shall neither not be liable for nor otherwise obligated to Landlord under any provision of this the Lease with respect to (i) any claim, remediation obligation, investigation obligation, liability, cause of action, attorney’s 's fees, consultants’ ' cost, expense or damage resulting from any Hazardous Substance Material present in, on or about the Premises, Premises or any of the Building or Buildings in the R&D Park to the extent neither not caused nor otherwise permitted, directly or indirectly, by Tenant or the Tenant EntitiesTenant's Representatives; or (ii) the removal, investigation, monitoring or remediation of any Hazardous Substance Material present in, on or about the Premises, the Building or the R&D Park caused by any source, including third parties other than Tenant and the Tenant EntitiesTenant's Representatives, as a result of or in connection with the acts or omissions of persons other than Tenant or the Tenant EntitiesTenant's Representatives; provided, however, Tenant shall be fully liable for and otherwise obligated to Landlord under the provisions of this Lease for all liabilities, costs, damages, penalties, claims, judgments, expenses (including without limitation, attorneys’ ' and experts’ ' fees and costs) and losses to the extent (Aa) Tenant or any of Tenant's Representatives contributes to the presence of such Hazardous Materials or Tenant Entities and/or any of Tenant's Representatives exacerbates the conditions caused by such Hazardous SubstancesMaterials, or (Bb) Tenant and/or the Tenant Entities Tenant's Representatives allows or permits persons over which Tenant or any of the Tenant Entities Tenant's Representatives has control and/or for which Tenant or any of the Tenant Entities Tenant's Representatives are legally responsible for, to cause such Hazardous Substances Materials to be present in, on, under, through or about any portion of the Premises, the Building or the R&D Park, or does not take all reasonably appropriate actions to prevent such persons over which Tenant or any of the Tenant Entities Tenant's Representatives has control and/or for which Tenant or any of the Tenant Entities Tenant's Representatives are legally responsible from causing the presence of Hazardous Substances Materials in, on, under, through or about any portion of the Premises, the Building or the R&D Park.

Tenant’s Exculpation. Notwithstanding anything to the contrary in this Lease, Tenant shall neither not be liable to Landlord for nor otherwise obligated to Landlord under any provision of this the Lease with respect to the following: (i) any claim, remediation remediation, obligation, investigation obligationinvestigation, liability, cause of action, attorney’s fees, consultants’ cost, expense or damage resulting from any Hazardous Substance Materials present in, on or about the Premises, Premises or any Building at any time prior to or after the Building or the R&D Park Commencement Date to the extent neither not caused nor or otherwise permitted, directly or indirectly, by Tenant or the Tenant EntitiesTenant’s Representatives; or (ii) the removal, investigation, monitoring or remediation of any Hazardous Substance Material present in, on or about the Premises, the Premises or any Building or the R&D Park caused by any source, including third parties other than Tenant and the Tenant Entitiesparties, as a result of or in connection with the acts or omissions of persons other than Tenant or the Tenant EntitiesTenant’s Representatives; provided, however, Tenant shall be fully liable for and otherwise obligated to Landlord under the provisions of this Lease for all liabilities, costs, damages, penalties, claims, judgments, expenses (including without limitation, reasonable attorneys’ and experts’ fees and costs) and losses to the extent (Aa) Tenant or any of Tenant’s Representatives contributes to the presence of such Hazardous Materials, or Tenant Entities and/or any of Tenant’s Representatives exacerbates the conditions caused by such Hazardous SubstancesMaterials, or (Bb) Tenant and/or the Tenant Entities Tenant’s Representatives allows or permits persons over which Tenant or any of the Tenant Entities Tenant’s Representatives has control control, and/or for which Tenant or any of the Tenant Entities Tenant’s Representatives are legally responsible forresponsible, to cause such Hazardous Substances Materials to be present in, on, under, through or about any portion of the Premises, the Building Common Areas or the R&D Parkany Building, or (c) Tenant and/or any of Tenant’s Representatives does not take all reasonably appropriate actions to prevent such persons over which Tenant or any of the Tenant Entities Tenant’s Representatives has control and/or for which Tenant or any of the Tenant Entities Tenant’s Representatives are legally responsible from causing the presence of Hazardous Substances Materials in, on, under, through or about any portion of the Premises, the Common Areas or any Building. Subject to the provisions of the immediately preceding sentence, Landlord agrees to cause the remediation of, to the extent required by applicable Environmental Laws, at no cost to Tenant, any Hazardous Materials in or on the Premises, any Building or the R&D ParkProject to the extent not caused or otherwise permitted, directly or indirectly, by Tenant or Tenant’s Representatives, and to protect, indemnify, defend (with counsel reasonably acceptable to Tenant) and hold Tenant harmless with respect to Hazardous Materials stored, used, released or disposed of on, in or under the Premises, any Building or the Project by Landlord, its agents, employees or contractors. Tenant shall not have the right to undertake engineering, environmental, soils or other studies of the Project (the “Testing”) unless Tenant demonstrates a commercially reasonable need for such testing to Landlord and Landlord approves same in its reasonable discretion; provided that Landlord shall have the right to perform any such Testing in lieu of allowing Tenant to do same. To Landlord’s actual knowledge (as opposed to constructive or imputed knowledge) as of the Lease Date, except as expressly set forth in (1) that certain Phase I Environmental Site Assessment report dated April 8, 1998, prepared by Lowey Associates, and (2) that certain Phase I Report dated December 14, 2011 and prepared by Cornerstone Earth Group under Job No. 510-2-1 (the “Environmental Reports”): (i) no Hazardous Materials are present in, on or under the Premises or Building or Project, or the soil, surface water or groundwater thereof, in violation of any applicable environmental Law, (ii) no underground storage tanks are present on the Project site, and (iii) no action, proceeding or claim is pending or threatened regarding the Premises, any Building or the Project concerning any Hazardous Materials or pursuant to any environmental Laws. Tenant acknowledges that Landlord currently receives quarterly monitoring reports relating to prior environmental matters as required by State of California Regional Water Quality Control Board, and upon Tenant’s written request, Landlord shall provide copies of such reports to Tenant, so long as this requirement remains in effect. Tenant hereby acknowledges and agrees as follows: (a) Tenant has received and has had ample opportunity to review a true and complete copy of the Environmental Reports; (b) except for permissibly disclosing and delivering copies thereof to its employees, officers, invitees, consultants and attorneys, not to disseminate or otherwise permit any employee, agent or other person over which Tenant has lawful authority to copy, publish or otherwise disseminate the Environmental Reports or the information contained therein (except as may be lawfully compelled or otherwise required by valid rule, regulation or law); and (c) Landlord has provided to Tenant the Environmental Reports for informational purposes only and Tenant may not rely upon the information contained in the Environmental Reports unless and until Tenant obtains the environmental firm’s written consent to such reliance thereon by Tenant. Landlord’s obligations under this Section 27 shall survive the expiration or earlier termination of this Lease.

Tenant’s Exculpation. Tenant shall neither be liable for nor otherwise obligated to Landlord under any provision of this Lease with respect to (i) any claim, remediation obligation, investigation obligation, liability, cause of action, attorney’s fees, consultants’ cost, expense or damage resulting from any Hazardous Substance present in, on or about the Premises, the Building or the R&D Park Business Center to the extent neither caused nor otherwise permitted, directly or indirectly, by Tenant or the Tenant Entities; or (ii) the removal, investigation, monitoring or remediation of any Hazardous Substance present in, on or about the Premises, the Building or the R&D Park Business Center caused by any source, including third parties other than Tenant and the Tenant Entities, as a result of or in connection with the acts or omissions of persons other than Tenant or the Tenant Entities; provided, however, Tenant shall be fully liable for and otherwise obligated to Landlord under the provisions of this Lease for all liabilities, costs, damages, penalties, claims, judgments, expenses (including without limitation, attorneys’ and experts’ fees and costs) and losses to the extent (Aa) Tenant or any of the Tenant Entities contributes to the presence of such Hazardous Substances or Tenant and/or any of the Tenant Entities exacerbates the conditions caused by such Hazardous Substances, or (Bb) Tenant and/or the Tenant Entities allows or permits persons over which Tenant or any of the Tenant Entities has control and/or for which Tenant or any of the Tenant Entities are legally responsible for, to cause such Hazardous Substances to be present in, on, under, through or about any portion of the Premises, the Building or the R&D ParkBusiness Center, or does not take all reasonably appropriate actions to prevent such persons over which Tenant or any of the Tenant Entities has control and/or for which Tenant or any of the Tenant Entities are legally responsible from causing the presence of Hazardous Substances in, on, under, through or about any portion of the Premises, the Building or the R&D ParkBusiness Center.

Tenant’s Exculpation. Tenant shall neither be liable for nor otherwise obligated to Landlord under any provision of this Lease with respect to to: (i) any claim, remediation obligation, investigation obligation, liability, cause of action, attorney’s fees, consultants’ cost, expense or damage resulting from any Hazardous Substance Material present in, on or about the Premises, the Building or the R&D Park to the extent neither caused nor otherwise permitted, directly or indirectly, by Tenant or the Tenant EntitiesTenant’s Representatives; or (ii) the removal, investigation, monitoring or remediation of any Hazardous Substance Material present in, on or about the Premises, the Building or the R&D Park caused by any source, including third parties other than Tenant and the Tenant EntitiesTenant’s Representatives, as a result of or in connection with the acts or omissions of persons other than Tenant or the Tenant EntitiesTenant’s Representatives; provided, however, Tenant shall be fully liable for and otherwise obligated to Landlord under the provisions of this Lease for all liabilities, costs, damages, penalties, claims, judgments, expenses (including without limitation, attorneys’ and experts’ fees and costs) and losses to the extent (Aa) Tenant or any of Tenant’s Representatives contributes to the presence of such Hazardous Materials or Tenant Entities and/or any of Tenant’s Representatives exacerbates the conditions caused by such Hazardous SubstancesMaterials, or (Bb) Tenant and/or the Tenant Entities Tenant’s Representatives allows or permits persons over which Tenant or any of the Tenant Entities Tenant’s Representatives has control and/or for which Tenant or any of the Tenant Entities Tenants Representatives are legally responsible for, to cause such Hazardous Substances Materials to be present in, on, under, through or about any portion of the Premises, the Building or the R&D Park, or does not take all reasonably appropriate actions to prevent such persons over which Tenant or any of the Tenant Entities Tenant’s Representatives has control and/or for which Tenant or any of the Tenant Entities Tenant’s Representatives are legally responsible from causing the presence of Hazardous Substances Materials in, on, under, through or about any portion of the Premises, the Building or the R&D Park.