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<br />orders and demands and judicial orders pursuant to any of the foregoing; laws, rules and
<br />regulations relating to the Release, use, treatment, storage, disposal, transportation, transfer,
<br />generation, processing, production, refining, control, management, or handling of Contaminants;
<br />any and all other laws, rules, regulations, guidance, guidelines and common law of any
<br />governmental entity relating to the protection of human health or the environment from
<br />Contaminants.
<br />(4) "Release" means any spilling, leaking, migrating, pumping, pouring, emitting,
<br />emptying, discharging, injecting, escaping, leaching, dumping, or disposing into the environment
<br />of any Contaminant.
<br />(5) "Remediation" means any response, remedial or removal action pursuant to
<br />CERCLA; any corrective action pursuant to RCRA; any other actions required, authorized or
<br />ordered under any Environmental Law with regard to cleanup, removal, response, detoxification
<br />or other remediation of any Contaminant; any actions to prevent, cure or mitigate a Release or
<br />threatened Release of any Contaminant; any action necessary or appropriate to comply with any
<br />Environmental Law; any action necessary or appropriate to obtain or comply with permits needed
<br />for operations in connection with the Property; including but not limited to: any investigation,
<br />monitoring, assessment, testing, sampling, laboratory or other analysis, or evaluation, relating to
<br />any such response, remedial, removal, corrective or other cleanup action or relating to any Release
<br />or threatened Release of any Contaminant; other actions ordered or otherwise required pursuant to
<br />any other provision of any other Environmental Law; any other response, remedial or removal
<br />action liability for which may be imposed pursuant to CERCLA § 107(a) (42 USC § 9607(a))
<br />whether such liability is to a Governmental Authority or a private party.
<br />b. Environmental Indemnity. Borrower agrees to defend, indemnify, protect, release and
<br />hold harmless Lender (whether as Beneficiary, Mortgagee in Possession, as a successor in interest to
<br />Borrower by virtue of foreclosure of this Instrument or otherwise, as owner or operator of the Property or in
<br />any other capacity), its affiliates, subsidiaries, parties to whom Lender sells loan participations (if
<br />applicable), the successors and assigns of each and its and their directors, officers, employees, and agents
<br />(collectively, the "Lender Parties" or singularly a "Lender Party") from and against any and all claims,
<br />suits, liabilities, actions, proceedings, obligations, debts, damages, losses, costs, expenses, diminutions in
<br />value, liabilities (including strict liabilities), fines, penalties, charges, fees, attorneys' fees and costs,
<br />engineers' fees, environmental consultants' fees and investigation costs, costs of Remediation (whether or
<br />not performed voluntarily), and any other expenses (including expenses incurred in enforcing this
<br />indemnity), judgments, awards, amounts paid in settlement, punitive damages, and foreseeable and
<br />unforeseeable consequential damages (collectively, "Losses ") incurred by or threatened against Lender or a
<br />Lender Party arising directly or indirectly out of, or any way related to:
<br />(1) The past, present or future violations of any Environmental Law in connection
<br />with the Property or operations thereon, including but not limited to any failure by Borrower or
<br />any tenant or other users of the Property to comply with any Enforcement Action or any
<br />Environmental Law;
<br />(2) Any actions necessary or appropriate to comply with any Environmental Law in
<br />any way connected with the Property;
<br />(3) The presence of any Contaminant in, on or under the Property including, but not
<br />limited to the use, treatment, storage, disposal, transportation, transfer, generation, processing,
<br />production, refining, control, management or handling of Contaminants in any way connected
<br />with the Property;
<br />(4) The past, present or threatened Release of any Contaminants in, on, under or
<br />from the Property, or migrating to the Property, including but not limited to costs of Remediation
<br />of Contamination on properties to which such Contaminants may have migrated;
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