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<br />235433v5
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<br />indemnify, defend and hold harmless Lessor for any liability due to the Hazardous Materials
<br />being on the Property. Lessor and Lessee agree that each will be responsible for compliance with
<br />any and all applicable governmental laws, rules, statutes, regulations, codes, ordinances, or
<br />principles of common law regulating or imposing standards of liability or standards of conduct
<br />with regard to protection of the environment or worker health and safety, as may now or at any
<br />time hereafter be in effect, to the extent such apply to that party’s activity conducted in or on the
<br />Property. Lessor represents and warrants to Lessee that it has no knowledge, having done no
<br />investigation relating thereto, of any substance, chemical or waste on or affecting Lessor’s
<br />Property that is identified as hazardous, toxic or dangerous in any applicable federal, state or
<br />local law or regulation (collectively “Hazardous Materials”). Lessor and Lessee agree to hold
<br />harmless and indemnify the other from, and to assume all duties, responsibilities and liabilities at
<br />the sole cost and expense of the indemnifying party for, payment of penalties, sanctions,
<br />forfeitures, losses, costs or damages, and for responding to any action, notice, claim, order,
<br />summons, citation, directive, litigation, investigation or proceeding to the extent arising from that
<br />party’s breach of its obligations or representations under Section 11.
<br />In the event Lessee becomes aware of any Hazardous Materials on the Property, or any
<br />environmental, health or safety condition or matter relating to the Property, that, in Lessee’s sole
<br />determination, renders the condition of the Premises or Property unsuitable for Lessee’s use, or if
<br />Lessee believes that the leasing or continued leasing of the Premises would expose Lessee to
<br />undue risks of liability to a government agency or other third party, then Lessee will have the
<br />right, in addition to any other rights it may have at law or in equity, to terminate this Lease upon
<br />written notice to Lessor.
<br />12. Interference
<br />Lessee covenants that the Equipment will not cause interference with the operation of any
<br />Priority Users having higher priority than Lessee. Lessee shall be responsible for curing any and
<br />all interference to the operation of equipment of Priority Users having higher priority than
<br />Lessee, so long as Priority Users are lawfully operating. Subsequent to the installation of the
<br />Lessee Equipment, other than Priority Users having higher priority than Lessee, Lessor will not,
<br />and will not permit its lessees or licensees, to install new equipment on or make any alterations
<br />to the Water Tower, if such equipment or modifications cause interference with the operation of
<br />Lessee’s Equipment. In the event of interference with Lessee’s Equipment, Lessee shall be
<br />required to provide Lessor with adequate evidence relating to the cause of the interference, upon
<br />receipt of which Lessor will act in good faith to cause any such interference to cease within
<br />seventy-two (72) hours after receipt of such evidence of interference from Lessee. In the event
<br />any such interference does not cease within the aforementioned cure period, Lessor shall
<br />endeavor in good faith to cease all operations which are suspected of causing interference
<br />(except for intermittent testing to determine the cause of such interference) until the interference
<br />has been corrected.
<br />13. Subrogation
<br />(a) In General. All insurance policies required under this Lease shall contain a
<br />waiver of subrogation provision under the terms of which the insurance carrier waives all
<br />of its rights to proceed against Lessor or Lessee, as the case may be.
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