Common use of Tenant’s Indemnification of Landlord Clause in Contracts

Tenant’s Indemnification of Landlord. Tenant shall indemnify, defend, and hold Landlord harmless from any and all claims, judgments, damages, penalties, fines, costs, liabilities, or losses (including without limitation, diminution in value of the Premises, damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of space, and sums paid in settlement of claims, attorney fees, consultant fees, and expert fees) which arise during or after the Lease Term or Renewal Term as a result of contamination by Hazardous Materials from the actions or omissions of Tenant or of Tenant's agents or contractors. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal, or restoration work required by any federal, state, or local governmental agency or political subdivision because of Hazardous Materials present in the soil or ground water on or under the Premises. Without limiting the foregoing, if the presence of any Hazardous Materials on the Premises caused or permitted by the actions or omissions of Tenant or its agents or contractors results in any contamination of the Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release of any such Hazardous Material to the Premises, provided that Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on the Premises. Without limiting the generality of any of the foregoing, the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected to be present in the soil, ground water, or vapor on or under the Premises before the Commencement Date. The foregoing indemnity shall survive the expiration or earlier termination of this Lease.

Tenant’s Indemnification of Landlord. Tenant shall will indemnify, protect, defend, and hold harmless Landlord harmless and Landlord’s partners, directors, officers, employees, shareholders, lenders, agents, contractors, and each of their respective successors and assigns (individually and collectively “Landlord Indemnitees”) from any and all claims, judgments, causes of action, damages, penalties, fines, taxes, costs, liabilities, losses, and expenses arising (directly or losses indirectly) as a result of or in connection with Tenant’s or Tenant’s employees, agents, customers, visitors, invitees, licensees, contractors, designees, or subtenant’s Tenant’s employees, agents, customers, visitors, invitees, licensees, contractors, designees, or subtenant’s (including “Tenant’s Parties) breach of any prohibition or provision of Section 12, or the presence of any Hazardous Materials on or under the Premises during the Term or any Hazardous Materials that migrate from the Premises to other properties, as a result (directly or indirectly) of Tenant’s or Tenant’s Parties’ activities, or failure to act where Tenant had a duty to act, on or in connection with the Premises. This obligation by Tenant to indemnify, protect, defend, and hold harmless Landlord Indemnities includes, without limitation, diminution costs and expenses incurred for or in value connection with any investigation, cleanup, remediation, monitoring, removal, restoration, or closure work required by the Agencies because of any Hazardous Materials present on, under, or about the Premises; the costs and expenses of restoring, replacing, or acquiring the equivalent of damaged natural resources if required under any environmental law; all foreseeable consequential damages; all reasonable damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of space, and ; all reasonable sums paid in settlement of claims, ; reasonable attorney fees; litigation, consultant feesarbitration, and expert administrative proceeding costs; and reasonable expert, consultant, and laboratory fees) which arise during or after . Neither the Lease Term or Renewal Term as a result of contamination by Hazardous Materials from the actions or omissions of Tenant or of Tenant's agents or contractors. This indemnification written consent of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal, or restoration work required by any federal, state, or local governmental agency or political subdivision because to the presence of Hazardous Materials present in the soil or ground water on or under the Premises. Without limiting , nor the foregoingstrict compliance by Tenant with all environmental laws, if the presence of any Hazardous Materials on the Premises caused or permitted by the actions or omissions of will excuse Tenant or its agents or contractors results in any contamination of the Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release of any such Hazardous Material to the Premises, provided that Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on the Premises. Without limiting the generality of any of the foregoing, from the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected to be present in the soil, ground water, or vapor on or under the Premises before the Commencement Dateobligation. The foregoing This indemnity shall will survive the expiration or earlier termination of this Lease.

Tenant’s Indemnification of Landlord. Except to the extent caused by the negligence or willful misconduct of Landlord or any of Landlord’s Parties, Tenant shall will be liable for, and agrees, to the maximum extent permissible under applicable law, to promptly indemnify, defendprotect, defend (using counsel acceptable to Landlord) and hold harmless Landlord harmless and Landlord Indemnified Parties from and against any and all claims, damages, judgments, damagessuits, causes of action, losses, liabilities, penalties, fines, expenses and costs, liabilitiesincluding attorneys’ fees reasonably and actually incurred and, court costs (collectively, “Indemnified Claims”), arising or losses resulting from (including without limitation, diminution in value of the Premises, damages for the loss i) any act or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of space, and sums paid in settlement of claims, attorney fees, consultant fees, and expert fees) which arise during or after the Lease Term or Renewal Term as a result of contamination by Hazardous Materials from the actions or omissions omission of Tenant or any Tenant’s Parties (as defined in Paragraph 7.3 above); (ii) the use of the Premises and conduct of Tenant's agents or contractors. This indemnification of Landlord ’s business by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removalTenant’s Parties, or restoration any other activity, work required or thing done or knowingly permitted by Tenant or any federalTenant’s Parties, state, in or local governmental agency about the Premises or political subdivision because elsewhere within the Project; and/or (iii) any default by Tenant of Hazardous Materials present in the soil or ground water any obligations on or Tenant’s part to be performed under the Premisesterms of this Lease. Without limiting the foregoing, if the presence of In case any Hazardous Materials on the Premises caused action or permitted proceeding is brought against Landlord or any Landlord Indemnified Parties by the actions or omissions of Tenant or its agents or contractors results in any contamination of the Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release reason of any such Hazardous Material Indemnified Claims, Tenant, upon notice from Landlord, agrees to promptly defend the Premises, provided that same at Tenant’s sole cost and expense by counsel approved in writing by Landlord's approval of such actions shall first be obtained, which approval Landlord will not unreasonably withhold, condition or delay. Tenant’s duty to defend Landlord under this Paragraph 14.2 shall not be unreasonably withheld so long as include the duty to defend Landlord against any claims or matters which raise any potential or possibility for indemnification under this Paragraph, or which involve any allegations of matters which would raise any such actions would not potentially have any material adverse long-term potential or short-term effect on the Premisespossibility of indemnification, regardless of whether such allegations are false, frivolous, groundless or valid defenses thereto exist. Without limiting the generality If this Paragraph 14 is held by a court of any of the foregoing, the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected competent jurisdiction to be present in subject to the soilprovisions of RCW 4.24.115, ground water, or vapor on or then this Paragraph 14 shall be limited to the extent necessary to conform to the requirements of RCW 4.24.115. Tenant hereby waives any immunity it may have under RCW Title 51 to the Premises before the Commencement Date. The foregoing extent of its indemnity shall survive the expiration or earlier termination of obligations under this LeaseParagraph 14.

Tenant’s Indemnification of Landlord. Tenant shall will indemnify, protect, defend, and hold harmless Landlord harmless and Landlord's partners, members, directors, officers, employees, shareholders, lenders, agents, contractors, and each of their respective successors and assigns (individually and collectively "Landlord Indemnitees") from any and all claims, judgments, causes of action, damages, penalties, fines, taxes, costs, liabilities, losses, and expenses arising as a result of or losses (including in connection with Tenant's or Tenant's Parties' breach of any prohibition or provision of Section 44, or the presence of any Hazardous Materials on or under the Premises during the Term or any Hazardous Materials that migrate from the Premises to other properties, as a result of Tenant's or Tenant's Parties' activities, or failure to act where Tenant had a duty to act, on or in connection with the Premises. This obligation by Tenant to indemnify, protect, defend, and hold harmless Landlord Indemnitees includes, without limitation, diminution costs and expenses incurred for or in value connection with any investigation, cleanup, remediation, monitoring, removal, restoration, or closure work required by the Agencies because of any Hazardous Materials present on, under, or about the PremisesPremises as a result (directly or indirectly) of Tenant's or Tenant's Parties' activities, or failure to act where Tenant had a duty to act; the costs and expenses of restoring, replacing, or acquiring the equivalent of damaged natural resources if required under any Environmental Law; all foreseeable consequential damages; all reasonable damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of space, and ; all reasonable sums paid in settlement of claims, ; reasonable attorney fees; litigation, consultant feesarbitration, and expert administrative proceeding costs; and reasonable expert, consultant, and laboratory fees) which arise during or after . Neither the Lease Term or Renewal Term as a result of contamination by Hazardous Materials from the actions or omissions of Tenant or of Tenant's agents or contractors. This indemnification written consent of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal, or restoration work required by any federal, state, or local governmental agency or political subdivision because to the presence of Hazardous Materials present in the soil or ground water on or under the Premises. Without limiting , nor the foregoingstrict compliance by Tenant with all Environmental Laws, if the presence of any Hazardous Materials on the Premises caused or permitted by the actions or omissions of will excuse Tenant or its agents or contractors results in any contamination of the Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release of any such Hazardous Material to the Premises, provided that Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on the Premises. Without limiting the generality of any of the foregoing, from the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected to be present in the soil, ground water, or vapor on or under the Premises before the Commencement Dateobligation. The foregoing This indemnity shall will survive the expiration or earlier termination of this Lease. Further, if Landlord detects a deficiency in Tenant's performance under this indemnity and Tenant fails to correct the deficiency within ten (10) days after receipt of written notice from Landlord, Landlord has the right to join and participate in any legal proceedings or actions affecting the Premises that are initiated in connection with any Environmental Laws. However, if the correction of the deficiency takes longer than ten (10) business days, Landlord may join and participate if Tenant fails to commence corrective action within the ten (10) day period and after that diligently proceeds to correct the deficiency.

Tenant’s Indemnification of Landlord. Tenant shall agrees to indemnify, defendhold harmless, and hold defend Landlord harmless from and against any and all claimslosses, judgmentscosts, damages, penalties, fines, costs, liabilities, or losses (including without limitation, diminution in value of the Premises, damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of spaceliens, and sums paid in settlement of claims, attorney fees, consultant fees, and expert fees) which arise during or after the Lease Term or Renewal Term as a result of contamination by Hazardous Materials from the actions or omissions of Tenant or of Tenant's agents or contractors. This indemnification of Landlord by Tenant includesexpenses (including, without limitation, costs incurred attorneys’ fees with counsel selected by Landlord, except in connection the event of insurance coverage providing for such counsel, in which case Landlord shall reasonably approve the same) occasioned by, arising out of and/or relating to: (a) Tenant’s use, maintenance, control, and/or occupancy of the Leased Premises; (b) Tenant’s use, maintenance, control, and/or occupancy, whether permitted or not, of any other property owned and/or controlled by Landlord; and/or (c) any breach or default in the performance by Tenant under this Lease. Tenant agrees to defend (with counsel selected by Landlord, except in the event of insurance coverage providing for such counsel, in which case Landlord shall reasonably approve the same), indemnify, and hold harmless Landlord from and against any investigation claim, order, decree, judgment, action, suit, cost, fine, fee, penalty or other expense or liability, and will perform all investigation, cleanup or remedial or responsive actions required under any environmental laws, regulations, rules, orders, and/or directives whatsoever arising from the handling, use, storage or disposal of site conditions any materials at, on, under or around the Leased Premises on and/or following the Execution Date. For purposes of this section, the term “Tenant” shall refer to Tenant and/or any cleanupentity or person, remedialoccupying, removalacting, holding, or restoration work required by claiming by, through, for or under Tenant, including, without limitation, Tenant’s employees, agents, contractors, servants, guests, customers, clients, representatives, invitees, and licensees, but specifically excluding Landlord and any federalentity or person occupying, stateacting, holding, or local governmental agency or political subdivision because of Hazardous Materials present in the soil or ground water on claiming by, through, for or under the Premises. Without limiting the foregoingLandlord, if the presence of any Hazardous Materials on the Premises caused or permitted by the actions or omissions of Tenant or its agents or contractors results in any contamination of the Premisesincluding, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release of any such Hazardous Material to the Premiseswithout limitation, provided that Landlord's approval of such actions shall first be obtained’s employees, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on the Premises. Without limiting the generality of any of the foregoingagents, the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected to be present in the soilservants, ground waterguests, or vapor on or under the Premises before the Commencement Datecustomers, clients, representatives, invitees, and licensees. The foregoing indemnity indemnification, defense, and hold harmless obligations and liabilities undertaken hereunder shall survive the expiration or earlier termination of this Lease.

Tenant’s Indemnification of Landlord. Tenant shall indemnify, defend, agrees that its will indemnify and hold and save Landlord whole and harmless of, from and against (i) all fines, suits, loss, cost, liability, claims, demands, actions and judgments of every kind and character by reason of any breach, violation or nonperformance of any term, provision, covenant, agreement or condition on the part of Tenant hereunder and (ii) all claims, judgmentsdemands, actions, damages, penaltiesloss, fines, costscost, liabilities, expenses and judgments suffered by, recovered from or losses asserted against Landlord on account of injury or damage to person or property to the extent that any such damage or injury may be incident to, arise out of or be caused, either proximately or remotely, wholly or in part, by an act, omission, negligence or misconduct on the part of Tenant or any of its agents, servants, employees, contractors, patrons, guests, licensees or invitees or of any other person entering upon the Premises under or with the express or implied invitation or permission of Tenant or when any such injury or damage is the result, proximate or remote, of the violation by Tenant or any of its agents, servants, employees, contractors, patrons, guests, licensees or invitees of any law, ordinance or governmental order of any kind or of any of the Rules and Regulations included in this Lease (including without limitationas such Rules and Regulations may hereafter at any time or from time to time be amended or supplemented), diminution or when any such injury or damage may in value any other way arise from or out of the occupancy or use by Tenant, its agents, servants, employees, contractors, patrons, guests, licensees or invitees of the Premises, damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of space, and sums paid in settlement of claims, attorney fees, consultant fees, and expert fees) which arise during or after the Lease Term or Renewal Term as a result of contamination by Hazardous Materials from the actions or omissions of Tenant or of Tenant's agents or contractors. This Such indemnification of Landlord by Tenant includes, without limitation, costs incurred shall be effective even though such damage or injury may result in connection with whole or in part from the negligence of Landlord but shall not be effective to the extent such damage or injury results from the gross negligence or willful misconduct of Landlord. Tenant covenants and agrees that in case Landlord shall be made a party to any investigation of site conditions litigation commenced by or any cleanup, remedial, removal, or restoration work required by any federal, state, or local governmental agency or political subdivision because of Hazardous Materials present in the soil or ground water on or under the Premises. Without limiting the foregoing, if the presence of any Hazardous Materials on the Premises caused or permitted by the actions or omissions of against Tenant or its agents relating to this Lease or contractors results in any contamination of the Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release of any such Hazardous Material to the Premises, provided that Landlord's approval of such actions then Tenant shall first be obtainedand will pay all costs and expenses, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term including attorneys’ fees and court costs, incurred by or short-term effect on the Premises. Without limiting the generality imposed upon Landlord by virtue of any such litigation and the amount of all such costs and expenses, including attorneys’ fees and court costs, shall be paid by Tenant to Landlord upon demand, plus a penalty charge in an amount equal to five percent (5%) of the foregoing, the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected to be present in the soil, ground water, or vapor on or under the Premises before the Commencement Date. The foregoing indemnity shall survive the expiration or earlier termination of this Leasecost then due.

Tenant’s Indemnification of Landlord. Tenant shall indemnify, defend, defend (using legal counsel reasonably acceptable to Landlord) and hold save Landlord harmless from any and all claims, judgmentssuits, losses, damages, fines, penalties, fines, costs, liabilities, or losses liabilities and expenses (including without limitation, diminution in value of the Premises, damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of space, Landlord’s personnel and sums paid in settlement of claims, attorney fees, consultant fees, overhead costs and expert fees) which arise during or after the Lease Term or Renewal Term as a result of contamination by Hazardous Materials from the actions or omissions of Tenant or of Tenant's agents or contractors. This indemnification of Landlord by Tenant includes, without limitation, reasonable attorneys’ fees and other costs incurred in connection with claims (collectively, “Claims”), regardless of whether such Claims involve litigation) resulting from any investigation of site conditions actual or any cleanup, remedial, removal, or restoration work required by any federal, state, or local governmental agency or political subdivision because of Hazardous Materials present in the soil or ground water on or under the Premises. Without limiting the foregoing, if the presence alleged injury (including death) of any Hazardous Materials on the Premises caused person or permitted by the actions from any actual or omissions alleged loss of Tenant or its agents damage to any property arising out of or contractors results in any contamination connection with (i) Tenant’s occupation, use or improvement of the Premises, or that of its employees, agents or contractors, (ii) Tenant’s breach of its obligations hereunder or (iii) any act or omission of Tenant or any subtenant, licensee, assignee or concessionaire of Tenant, or of any officer, agent, employee, guest or invitee of Tenant, or of any such entity in or about the Premises. Notwithstanding the foregoing, in the event any Claims are caused by the joint or concurrent negligence of Landlord or Tenant, Tenant's indemnification obligation with respect to Landlord shall be limited to the extent of the negligence of Tenant, and in no event shall Tenant have any obligation to indemnify Landlord against Claims arising out of the sole negligence of Landlord. FOR THE SOLE PURPOSE OF GIVING FULL FORCE AND EFFECT TO THE INDEMNIFICATION OBLIGATIONS UNDER THIS LEASE AND NOT FOR THE BENEFIT OF ANY EMPLOYEES OF TENANT OR ANY THIRD PARTIES UNRELATED TO THE PARTIES INDEMNIFIED UNDER THIS LEASE, TENANT SPECIFICALLY AND EXPRESSLY WAIVES ANY IMMUNITY THAT MAY BE GRANTED IT UNDER THE WASHINGTON STATE INDUSTRIAL INSURANCE ACT, TITLE 51 RCW. This indemnity with respect to acts or omissions during the term of this Lease shall survive termination or expiration of this Lease. Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release notify Landlord of any such Hazardous Material to the Premises, provided that Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term casualties or short-term effect on accidents occurring in or about the Premises. Without limiting the generality of any of the foregoing, the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected to be present in the soil, ground water, or vapor on or under the Premises before the Commencement Date. The foregoing indemnity shall survive the expiration or earlier termination of this LeaseLANDLORD AND TENANT ACKNOWLEDGE THAT THE INDEMNIFICATION PROVISIONS OF SECTION 29 AND THIS SECTION 21 WERE SPECIFICALLY NEGOTIATED AND AGREED UPON BY THEM.

Tenant’s Indemnification of Landlord. Tenant shall at its sole cost ------------------------------------ and expense defend, protect, indemnify, defend, and hold Landlord and Landlord's agents, contractors, licensees, employees, directors, officers, partners, lenders, trustees and invitees (collectively, the "Landlord's Employees") harmless from and against any and all "Claims" (defined below) arising out of or in connection with the use of the Premises or the Building by Tenant, by any of Tenant's Employees, or by any member of the "Tenant's Group" (defined in Paragraph 14.2 below), the conduct of Tenant's business, any activity, work or things done, permitted or allowed by Tenant in or about the Premises or the Building, the nonobservance or nonperformance by Tenant of any of its obligations under the terms of this Lease (including without limitation obligations to comply with Legal Requirements), or any wilful misconduct or negligent act or omission of Tenant or Tenant's Employees; provided, however, that the terms of the foregoing indemnity shall not apply to the negligence or willful misconduct of Landlord or Landlord's Employees or to claims to the extent such claims are covered by insurance carried (or required to be carried) by Landlord pursuant to the terms of this Lease. As used herein, the term "Claims" means any and all actions, agreements, attorneys' fees, causes of action, claims, contracts, costs, covenants, damages, debts, demands, expenses, judgments, damages, penalties, fines, costslawsuits, liabilities, or losses (liens, losses, obligations, orders, and rights. Should Landlord be named as a defendant in any suit involving a Claim for which Tenant is obligated to defend Landlord under this Paragraph 14.1, Tenant shall pay to Landlord Landlord's costs and expenses incurred in such suit, including without limitation, diminution in value of the Premisesits actual professional fees such as appraisers', damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of space, accountants' and sums paid in settlement of claims, attorney attorneys' fees, consultant fees, and expert fees) which arise during or after the Lease Term or Renewal Term as a result of contamination by Hazardous Materials from the actions or omissions of Tenant or of Tenant's agents or contractors. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal, or restoration work required by any federal, state, or local governmental agency or political subdivision because of Hazardous Materials present in the soil or ground water on or under the Premises. Without limiting the foregoing, if the presence of any Hazardous Materials on the Premises caused or permitted by the actions or omissions of Tenant or its agents or contractors results in any contamination of the Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release of any such Hazardous Material to the Premises, provided that Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on the Premises. Without limiting the generality of any of the foregoing, the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected to be present in the soil, ground water, or vapor on or under the Premises before the Commencement Date. The foregoing indemnity provisions of this Paragraph 12.1 shall survive the expiration or earlier sooner termination of this Lease.

Tenant’s Indemnification of Landlord. Except to the extent caused by the active negligence or willful misconduct of Landlord, its agents, contractors or invitees, Tenant shall agrees to indemnify, defend, and hold Landlord, and Landlords employees, agents (including Managing Agent), constituent parties of Landlord, members, shareholders, directors, lenders and affiliates, and each of their respective successors and assigns (individually and collectively "Landlord harmless from any and Indemnitees") from: (A) all claims, judgments, causes of action, damages, penalties, fines, taxes, costs, liabilities, losses, and expenses arising (directly or losses indirectly) as a result of or in connection with Tenant's or Tenant's Parties' breach of any prohibition or provision of Section 44, or (including B) if, as a result (directly or indirectly) of Tenant's or Tenant's Parties' activities, on or in connection with the arising from any Hazardous Materials located on or under the Premises during the Lease Term or the migration of any Hazardous Materials from the Premises $0 other properties during the Lease Term. This obligation by Tenant to indemnify, protect, defend, and hold harmless Landlord Indemnitees includes, without limitation: costs and expenses incurred for or in connection with any investigation, diminution in value cleanup, remediation, monitoring, removal, restoration, or closure work required by the Agencies because of any Hazardous Materials present on, under, or about the Premises, the costs and expenses of restoring, replacing, or acquiring the equivalent of damaged natural resources if required under any Environmental Law; all foreseeable consequential damages; all reasonable damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of space, and ; all reasonable sums paid in settlement of claims, ; reasonable attorney fees; litigation, consultant feesarbitration, and expert administrative proceeding costs; and reasonable expert, consultant, and laboratory fees) which arise during or after . Neither the Lease Term or Renewal Term as a result written consent of contamination by Hazardous Materials from the actions or omissions of Tenant or of Landlord to Tenant's agents use, storage or contractors. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal, or restoration work required by any federal, state, or local governmental agency or political subdivision because generation of Hazardous Materials present in the soil or ground water on or under the Premises. Without limiting , nor the foregoingstrict compliance by Tenant with all Environmental Laws, if the presence of any Hazardous Materials on the Premises caused or permitted by the actions or omissions of will excuse Tenant or its agents or contractors results in any contamination of the Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release of any such Hazardous Material to the Premises, provided that Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on the Premises. Without limiting the generality of any of the foregoing, from the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected to be present in the soil, ground water, or vapor on or under the Premises before the Commencement Dateobligation. The foregoing This indemnity shall will survive the expiration or earlier termination of this Lease. Further, if Tenant's performance under this indemnity is deficient, and Tenant fails to correct the deficiency within ten (10) days after receipt of written notice from Landlord, Landlord shall have the right to join and participate in any legal proceedings or actions affecting the Premises that are initiated in connection with any Environmental Laws. However, if the correction of the deficiency takes longer than ten (10) days, Landlord may join and participate if Tenant fails to commence corrective action within the ten (10) day period and after that diligently proceeds to correct the deficiency.

Tenant’s Indemnification of Landlord. Tenant shall be liable for, and shall indemnify, defend, protect and hold Landlord and Landlord’s partners, officers, directors, employees, agents, successors and assigns (collectively, “Landlord Indemnified Parties”) harmless from and against, any and all claims, damages, judgments, suits, causes of action, losses, liabilities and expenses, including reasonable attorneys’ fees and court costs (collectively, “Indemnified Claims”) (but not including any loss of business, loss of profits or other consequential damages), penaltiesarising or resulting from (a) any occurrence at the Premises caused by Tenant or any of Tenant’s agents except to the extent arising from the gross negligence or willful misconduct of Landlord or its agents, finesemployees or contractors and not covered by the insurance required to be maintained by Tenant under this Lease, costs(b) any act or omission of Tenant or any of Tenant’s agents, liabilitiesemployees, contractors, subtenants, assignees, licensees or invitees (collectively, “Tenant Parties”); (c) the use of the Premises and Common Areas and conduct of Tenant’s business by Tenant or any Tenant Parties, or losses (including without limitationany other activity, diminution work or thing done by Tenant or any Tenant Parties, in value of or about the Premises, damages for the loss Building or restriction on use of rentable or usable space or elsewhere in the Project; and/or (d) any default by Tenant of any amenity obligations on Tenant’s part to be performed under the terms of this Lease or the Premisesterms of any contract or agreement to which Tenant is a party or by which it is bound, damages arising from any adverse impact on marketing of space, and sums paid in settlement of claims, attorney fees, consultant fees, and expert fees) which arise during affecting this Lease or after the Lease Term or Renewal Term as a result of contamination by Hazardous Materials from the actions or omissions of Tenant or of Tenant's agents or contractors. This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal, or restoration work required by any federal, state, or local governmental agency or political subdivision because of Hazardous Materials present in the soil or ground water on or under the Premises. Without limiting the foregoing, if the presence of In case any Hazardous Materials on the Premises caused action or permitted proceeding is brought against Landlord or any Landlord Indemnified Parties by the actions or omissions of Tenant or its agents or contractors results in any contamination of the Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release reason of any such Hazardous Material to Indemnified Claims, Tenant, upon notice from Landlord, shall defend the Premises, provided that same at Tenant’s expense by counsel approved in writing by Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on the Premises. Without limiting the generality of any of the foregoing, the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected to be present in the soil, ground water, or vapor on or under the Premises before the Commencement Date. The foregoing indemnity shall survive the expiration or earlier termination of this Leasewithheld.

Tenant’s Indemnification of Landlord. Subject to the limitation on Tenant's liability stated in Section 11(b), Tenant shall will indemnify, protect, defend, and hold harmless Landlord harmless and Landlord's partners, directors, officers, employees, shareholders, lenders, agents, contractors, and each of their respective successors and assigns (individually and collectively "Landlord Indemnitees") from any and all claims, judgments, causes of action, damages, penalties, fines, taxes, costs, liabilities, losses, and expenses caused (directly or losses indirectly), contributed to or exacerbated by (including a) Tenant's or Tenant's Parties' breach of any prohibition or provision of Section 11, to the extent of such cause, contribution or exacerbation, or (bb) the presence of any Hazardous Materials on or under the Premises during the Term or any Hazardous Materials that migrate from the Premises to other properties, caused (directly or indirectly), contributed to or exacerbated by Xxxxxx's or Xxxxxx's Parties' activities, or failure to act where Tenant had a duty to act to the extent of such cause, contribution or exacerbation. This obligation by Tenant to indemnify, protect, defend, and hold harmless Landlord Indemnitees includes, without limitation, diminution costs and expenses incurred for or in value connection with any investigation, cleanup, remediation, monitoring, removal, restoration, or closure work required by the Agencies because of any Hazardous Materials present on, under, or about the PremisesPremises for causes described in the immediately preceding subsection; the costs and expenses of restoring, replacing, or acquiring the equivalent of damaged natural resources if required under any Environmental Law; all foreseeable consequential damages; all reasonable damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of space, and ; all reasonable sums paid in settlement of claims, ; reasonable attorney fees; litigation, consultant feesarbitration, and expert administrative proceeding costs; and reasonable expert, consultant, and laboratory fees) which arise during or after . Neither the Lease Term or Renewal Term as a result of contamination by Hazardous Materials from the actions or omissions of Tenant or of Tenant's agents or contractors. This indemnification written consent of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal, or restoration work required by any federal, state, or local governmental agency or political subdivision because to the presence of Hazardous Materials present in the soil or ground water on or under the Premises. Without limiting , nor the foregoingstrict compliance by Tenant with all Environmental Laws, if the presence of any Hazardous Materials on the Premises caused or permitted by the actions or omissions of will excuse Tenant or its agents or contractors results in any contamination of the Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises to the condition existing prior to the release of any such Hazardous Material to the Premises, provided that Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on the Premises. Without limiting the generality of any of the foregoing, from the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or suspected to be present in the soil, ground water, or vapor on or under the Premises before the Commencement Dateobligation. The foregoing This indemnity shall will survive the expiration or earlier termination of this Lease. Further, if Landlord detects a deficiency in Xxxxxx's performance under this indemnity and Tenant fails to correct the deficiency within thirty (30) days after receipt of written notice from Landlord, Xxxxxxxx has the right to join and participate in any legal proceedings or actions affecting the Premises that are initiated in connection with any Environmental Laws. However, if the correction of the deficiency takes longer than thirty (30) days, Landlord may join and participate if Tenant fails to commence corrective action within the thirty (30) day period and after that diligently proceeds to correct the deficiency.