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DocuSign Envelope ID: 2F824D49-F88D-4ED1-B861-25C6564470E2
<br />EXECUTION COPY
<br />portion of the Leased Premises, or the land underlying thereon, of any Hazardous Substances,
<br />unless such Hazardous Substances were brought onto the Leased Premises by LESSEE, its agents,
<br />contractors or employees and LESSOR agrees to hold harmless and indemnify LESSEE from,
<br />and to assume all duties, responsibilities and liabilities at the sole cost and expense of LESSOR
<br />for, payment of penalties, sanctions, forfeitures, losses, costs or damages, and for responding to
<br />any claims in connection herewith, to the extent arising from subsurface or other contamination of
<br />the Leased Premises or the land underlying with Hazardous Substances brought onto the Leased
<br />Premises by LESSOR.
<br />5.4 Hazardous Substances Handling.
<br />(a) With respect to Hazardous Substances brought onto the Leased Premises
<br />during the Lease Term by any person whomsoever, other than LESSOR, its agents, servants,
<br />employees, contractors or licensees, LESSEE shall ensure that any and all authorized activities
<br />conducted upon the Leased Premises by any such person other than LESSOR, its agents, servants,
<br />employees, contractors or licensees be conducted only in compliance with all Hazardous
<br />Substances Laws and all conditions of any and all permits, licenses and other Environmental
<br />Agency approvals required for any such activity conducted upon the Leased Premises.
<br />(b) LESSEE covenants that in any activities conducted upon the Leased
<br />Premises by any person whomsoever, other than LESSOR, its agents, servants, employees,
<br />contractors or licensees, that Hazardous Substances shall be handled, treated, dealt with and
<br />managed in conformity with all applicable Hazardous Substances Laws and prudent industry
<br />practices regarding management of such Hazardous Substances.
<br />(c) Upon expiration or earlier termination of the term of the Lease, LESSEE
<br />shall cause all Hazardous Substances which are bought upon the Leased Premises subsequent to
<br />the Effective Date by any person whomsoever, other than LESSOR, its agents, servants,
<br />employees, contractors or licensees, to be removed from the Leased Premises and to be transported
<br />for use, storage or disposal in accordance and in compliance with all applicable Hazardous
<br />Substances Laws; provided, however, that LESSEE shall not take any remedial action in response
<br />to the presence of Hazardous Substances in or about the Leased Premises, nor enter any settlement
<br />agreement, consent decree or other compromise in respect to any claims relating to any Hazardous
<br />Substances Laws in any way connected with the Leased Premises, without first notifying LESSOR
<br />of LESSEE's intention to do so and affording LESSOR reasonable opportunity to appear,
<br />intervene, or otherwise appropriately assert and protect LESSOR's interest with respect thereto.
<br />5.5 Notices. If at any time, including during the Due Diligence Investigation Period,
<br />LESSEE shall become aware or have reasonable cause to believe that any Hazardous Substance
<br />has come to be located on or beneath the Leased Premises, LESSEE shall immediately upon
<br />discovering such presence or suspected presence of the Hazardous Substance give written notice
<br />of that condition to LESSOR.
<br />(a) In addition, LESSEE shall immediately notify LESSOR in writing of (i) any
<br />enforcement, cleanup, removal or other governmental or regulatory action instituted, completed or
<br />threatened pursuant to any Hazardous Substances Law, (ii) any written claim made or threatened
<br />by any person against LESSEE, the Leased Premises, or improvements located thereon relating to
<br />damage, contribution, cost recovery, compensation, loss or injury resulting from or claimed to
<br />result from any Hazardous Substances, and (iii) any reports made to any Environmental Agency
<br />arising out of or in connection with any Hazardous Substances in or removed from the Leased
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