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20120277�
<br />HAZARDOUS SUBSTANCES AGREEMENT
<br />{Continued) P89e 2
<br />authorizations required by Environmental Laws with respect to such Property or operations. Indemnitor shall
<br />furnish Lender with copies of all such permits and authorizations and any amendments or renawals of them and
<br />shall notify Lender of any expiration or revocation of such permits or authorizations.
<br />Preventive, Investigatory and Remedial Action. Indemnitor shall exercise extreme care in handling Hazardous
<br />Substances if Indemnitor uses or encounters any. Indemnitor, at Indemnitor's expense, shall undertake any and all
<br />preventive, investigatory or remediai action (including emergency response, removal, containment end other
<br />remedial action) (a) required by any applicable Environmentel Laws or orders by any governmentel authority having
<br />jurisdiction under Environmental Laws, or (b) necessary to prevent or minimize property damage (including damage
<br />to Occupant's own property), personal injury or damage to the environment, or the threat of any such damage or
<br />injury, by releases of or exposure to Hazardoua Substences in connection with the Property or operations of any
<br />Occupant on the Property. In the event Indemnitor fails to perform any of Indemnitor's obligations under this
<br />section of the Agreement, Lender may (but shall not be required to) perform such obligafions at Indemnitor's
<br />expense. All auch costs and expenses incurred by Lender under this section and otherwise under this Agreement
<br />shall be reimburaed by Indemnitor to Lender upon demand with interest at the Note default rate, or in the absence
<br />of a default rate, at the IVote interest rate. Lender and Indemnitor intend thet Lender shall have full recourse to
<br />Indemnitor for eny sum at any time due to Lender under this Agreement. In performing any such obligetions of
<br />lndemnitor, Lender shall et all times be deemed to be the agent of Indemnitor and shall not by reason of such
<br />performance be deemed to be assuming any responsibility of Indemnitor under any Environmerrtal Law or to any
<br />third party. Indemnitor hereby irrevocably appoirrts Lender as Indemnitor's attorney-in-fact with full power to
<br />perform such of Indemnitor's obligations under this section of the Agreement as Lender deems necessary and
<br />appropriate.
<br />Notices. Indemnitor shall immediately notify Lender upon becoming aware of any of the tollowing:
<br />(1) Any spiil, release or disposal of a Hazardous Substance on any of the Property, or in connection with any
<br />of its operations if such spill, release or disposal muat be reported to any govemmentei authority undar
<br />appiicable Envi�onmental Laws.
<br />12! Any contamination, or imminent threat of contamination, of the Property by Hazardous Substances, or
<br />any violation of Environmental Laws in connection with the Property or the operetions conducted on the
<br />Properry.
<br />(3) Any ordar, notice of violation, fine or penalty or other similar action by any govemmentai authortty relating
<br />to Hazardous Substances or Environmental Lewa and the Property or the operations conducted on the
<br />Property.
<br />(4) Any judicial or administrative investigation or proceeding relating to Hazardous Substences or
<br />Environmental Laws and to the Property or the oparaUons conducted on the Property.
<br />(61 Any matters relating to Haaardous Substances or Environmental Laws that would give a reasonably
<br />prudent Lender cause to be concemed that the value of Lender's security interest in the Property may be
<br />reduced or threatened or that may impair, or threaten to impair, Indemnitor's ability to perform any of its
<br />obligations under this Agreement when such performance is due.
<br />Access to Records. Indemnitor shall deliver to Lender, at Lender's request, copies of any and all documents in
<br />Indemnitor's possession or to which ft has access relating to Hazardous Substances or Environmental Lawa and
<br />the Property and the operations conducted on the Property, including without limitation results of laboratory
<br />analyses, site assessments or studies, environmeMal audit reports end other consultents' studies and reports.
<br />ins�ons. Lender reserves the right to inspect and investigate the Property and operations on it at any time and
<br />from time to time, and Indemnitor shall cooperate fully with Lender in such inspection and investigetions. If Lender
<br />at any time has reason to believe thet Indemnitor or any Occupants of the Property are not complying with all
<br />applicable Environmental Laws or with the requirements of this Agreement or that a material spill, release or
<br />disposal of Hazardous Substances has occurred on or under the Property, Lender may requlre Indemnitor to furnish
<br />Lender at Indemnitor's expense an environmental audit or e sita assessment with respect to the matters of concern
<br />to Lender. Such audit or assessment shall be performed by a qualifled consultant approved by Lender. Any
<br />inspections or tests made by Lender shall be for Lender's purposes only and shall not be construed to create any
<br />responsibility or liability on the part of Lender to any Indemnitor or to any other person.
<br />INDEMNITOR'S WAIVER AND INDEMNIFICATION. Indemnitor hereby agrees to and shall indemnify, defend, and hold
<br />harmless Lender and Lender's officers, directors, employees and agents, and Lender's successors and assigns and their
<br />officers, directors, employees and agents ftom and against eny end all claims, demands, losses, liabilities, costs, fines,
<br />penatties and expenses {including without limitation attorneys' fees at trial and on any appeal or petition for review,
<br />consultants' fees, remedial action costs, natural resource demages and diminution in value) incurred by such person (a)
<br />arising out of or relating to any investigatory or remedial action involving the Property, the operations conducted on the
<br />Property, or any other operations of Indemnitor or any Occupant and required by Environmental Laws or by orders of
<br />any governmentat authority having jurisdiction under any Environmentel Laws, including without limitetion any natural
<br />resource damages, or (bl arising out of or related to any noncompliance with or violation of Environmental Laws or any
<br />applicable permits or approvals, or (c) on account of injury to Lender or any person whatsoever or damage to any
<br />property erising out of, in connection with, or in any way relating to (i) the breach of any covenant, representaUon or
<br />warranty contained in this Agreement, iii) the violation of any Environmental Laws, permits, authorizations or approvels,
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