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

Tenant’s Indemnification of Landlord. Tenant shall defend, with counsel satisfactory to Landlord, any claims made or legal actions filed or threatened by third parties against Landlord with respect to the death, bodily injury, personal injury, damage to property or interference with contractual or property rights suffered by any third party (including other tenants within the Project) which (i) occurred within the Leased Premises or (ii) resulted from Tenant’s use or occupancy of the Leased Premises or the Common Areas or (iii) resulted from Tenant’s activities in or about the Leased Premises, the Building or the Project, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees and agents harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever (including any legal fees incurred by Landlord with respect to defending such claims) resulting therefrom, except to the extent proximately caused by the active negligence or willful misconduct of Landlord. This indemnity agreement shall survive until the latter to occur of (i) the date of the expiration, or sooner termination, of this Lease, or (ii) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify and hold Landlord harmless, nor defend Landlord, against any liability, claims, or damages arising because of Landlord’s failure to make any repairs required by this Lease or to take any action required by this Lease or to take any action required of Landlord by this Lease, provided that the Landlord has been properly notified by Tenant of the required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 of this Lease.

Tenant’s Indemnification of Landlord. Tenant shall defend, defend with competent counsel satisfactory to Landlord, Landlord any claims made or legal actions filed or threatened by third parties against Landlord with respect to the violation of any law, or the death, bodily injury, personal injury, damage to property damage, or interference with Landlord Initials W Tenant Initials NH contractual or property rights suffered by any third party (including other tenants within with the Project) which (i) occurred occurring within the Leased Premises or (ii) resulted resulting from Tenant’s use or occupancy of the Leased Premises Premises, the Building or the Common Areas Outside Areas, or (iii) resulted resulting from Tenant’s activities in or about the Leased Premises, the Building Building, the Outside Areas or the ProjectProperty, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees employees, agents and agents contractors harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever (including any legal fees incurred by Landlord with respect loss attributable to defending vacant space which otherwise would have been leased, but for such claimsactivities) resulting therefrom, except to the extent proximately caused by the active negligence or willful misconduct of Landlord. This indemnity agreement shall survive until the latter expiration or sooner termination of this Lease, provided that Tenant shall not be required to indemnify Landlord under this section 8.2 with respect to events that first occur after the later of (ia) the date of the expiration, or sooner termination, of this Lease, or (iib) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify and hold Landlord harmless, nor defend Landlord, against any liability, claims, or damages arising because of Landlord’s failure to make any repairs required by this Lease or to take any action required by this Lease or to take any action required of Landlord by this Lease, provided that the Landlord has been properly notified by Tenant actual notice of the required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 of this Leasesuch vacation.

Tenant’s Indemnification of Landlord. Tenant shall defenddefend Landlord, with counsel satisfactory acceptable to Landlord, against any claims made or legal actions filed or threatened by third parties against Landlord with respect to which result from the death, bodily injury, personal injury, damage to property or interference with contractual or property other rights suffered by any third party party, (including other tenants within the Project) which (i) occurred within the Leased Premises Premises, or (ii) resulted from Tenant’s 's use or occupancy of the Leased Premises or the Common Areas in violation of this Lease, or (iii) resulted from the negligence or willful misconduct of Tenant or Tenant’s activities 's agents or contractors in or about the Leased Premises, the Building Building, the Common Areas or the ProjectProject or Tenant's default under this Lease, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees Landlord and agents the Landlord Parties harmless from any loss, loss (including loss of rents by reason of vacant space which otherwise would have been leased but for such activities), liabilityliabilities, penalties, or expense whatsoever (including any all legal fees incurred by Landlord with respect to defending such claims) resulting therefrom, except to the extent proximately caused by the active negligence or willful misconduct of Landlord or Landlord's default under this Lease. This indemnity agreement shall survive until the latter expiration or sooner termination of this Lease, provided that Tenant shall not be required to indemnify Landlord under this Section 8.2 with respect to events that first occur after the later of (ia) the date of the expiration, or sooner termination, of this Lease, or (iib) the date Tenant actually vacates the Leased Premises, provided that Landlord has actual notice of such vacation. Notwithstanding anything to the foregoingcontrary herein, Tenant but subject to Section 12.4 below, Landlord shall not be under no duty to indemnify released or indemnified from, and shall indemnify, defend, protect and hold Landlord harmlessharmless Tenant from, nor defend Landlordall losses, against any liabilitydamages, liabilities, claims, attorneys' fees, costs and expenses to the extent proximately caused by the negligence or damages arising because of Landlord’s failure to make any repairs required by this Lease or to take any action required by this Lease or to take any action required willful misconduct of Landlord by this Lease, provided that the Landlord has been properly notified by Tenant of the required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 of Landlord's agents or contractors or Landlord's default under this Lease.

Tenant’s Indemnification of Landlord. Tenant shall defend, with counsel satisfactory to Landlord, any claims made or legal actions filed or threatened by third parties against Landlord with respect to the death, bodily injury, personal injury, damage to property or interference with contractual or property rights suffered by any third party (including other tenants within the Project) which (i) occurred within the Leased Premises or (ii) resulted from Tenant’s use or occupancy of the Leased Premises or the Common Areas or (iii) resulted from Tenant’s activities in or about the Leased Premises, the Building or the Project, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees and agents harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever (including any legal fees incurred by Landlord with respect to defending such claims) resulting therefrom, except Except to the extent proximately caused by the active gross negligence or willful misconduct of Landlord. This indemnity agreement shall survive until the latter to occur , its agents, employees or contractors or a violation of (i) the date of the expiration, Landlord’s obligations or sooner termination, of representations under this Lease, or (ii) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify liable for, and shall indemnify, defend, protect and hold Landlord harmlessand Landlord Indemnified Parties harmless from and against, nor defend Landlord, against any liability, and all claims, damages, judgments, suits, causes of action, losses, liabilities and expenses, including attorneys’ fees and court costs (collectively, “Indemnified Claims”), arising or damages arising because resulting from (a) any occurrence at the Premises, (b) any act or omission of LandlordTenant or any of Tenant Parties; (c) the use of the Premises and Common Areas and conduct of Tenant’s failure to make business by Tenant or any repairs required Tenant Parties, or any other activity, work or thing done, permitted or suffered by this Lease Tenant or to take any action required by this Lease Tenant Parties, in or to take about the Premises, the Building or elsewhere in the Project; and/or (d) any action required of Landlord by this Lease, provided that the Landlord has been properly notified default by Tenant of any obligations on Tenant’s part to be performed under the required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 terms of this Lease. The foregoing indemnification shall include, but not be limited to, any injury to, or death of, any person, or any loss of, or damage to, any property on the Premises, or on adjoining sidewalks, streets or ways, or connected with the use, condition or occupancy thereof, arising therefrom whether or not Landlord or its mortgagee has or should have knowledge or notice of the defect or conditions causing or contributing to such injury, death, loss or damage. In case any action or proceeding is brought against Landlord or any Landlord Indemnified Parties by reason of any such Indemnified Claims, Tenant, upon notice from Landlord, shall defend the same at Tenant’s expense by counsel reasonably acceptable to Landlord.

Tenant’s Indemnification of Landlord. Tenant shall defend, with competent counsel satisfactory to Landlord, any claims made or legal actions filed or threatened by third parties against Landlord with respect to which result in the death, bodily injury, personal injury, damage to property or interference with contractual or property other rights suffered by any third party (including other tenants within the Project) which (i) occurred within the Leased Premises or (ii) resulted from Tenant’s use or occupancy of the Leased Premises or the Common Areas or (iii) resulted from Tenant’s activities in or about the Leased Premises, the Building or the Project, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees and agents harmless from any loss, loss (including loss of rents by reason of vacant space which otherwise would have been leased but for such activities), liabilityliabilities, penalties, or expense whatsoever (including any all legal fees incurred by Landlord with respect to defending such claims) resulting therefrom, except in any event to the extent proximately caused by the active negligence or willful misconduct of Landlord or Landlord’s failure to perform an obligation expressly undertaken pursuant to this Lease but only if Tenant shall have given Landlord prior written notice to perform such obligation and Landlord shall have failed to perform such obligation within a reasonable period of time following receipt of written notice from Tenant to so perform such obligation. This indemnity agreement shall survive until the latter expiration or sooner termination of this Lease, provided that Tenant shall not be required to indemnify Landlord under this section 8.2 with respect to events that first occur after the later of (ia) the date of the expiration, or sooner termination, of this Lease, or (iib) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify and hold Landlord harmless, nor defend Landlord, against any liability, claims, or damages arising because of Landlord’s failure to make any repairs required by this Lease or to take any action required by this Lease or to take any action required of Landlord by this Lease, provided that the Landlord has been properly notified by Tenant actual notice of the required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 of this Leasesuch vacation.

Tenant’s Indemnification of Landlord. Tenant shall defendindemnify, with defend (using legal counsel satisfactory reasonably acceptable to Landlord) and save Landlord harmless from all claims, suits, losses, damages, fines, penalties, liabilities and expenses (including Landlord’s personnel and overhead costs and reasonable attorneys’ fees and other costs incurred in connection with claims (collectively, “Claims”), regardless of whether such Claims involve litigation) resulting from any claims made actual or legal actions filed alleged injury (including death) of any person or threatened by third parties against Landlord with respect to the death, bodily injury, personal injury, from any actual or alleged loss of or damage to any property arising out of or interference in connection with contractual or property rights suffered by any third party (including other tenants within the Project) which (i) occurred within Tenant’s occupation, use or improvement of the Leased Premises Premises, or that of its employees, agents or contractors, (ii) resulted from Tenant’s use or occupancy breach of the Leased Premises or the Common Areas its obligations hereunder or (iii) resulted from any act or omission of Tenant or any subtenant, licensee, assignee or concessionaire of Tenant’s activities , or of any officer, agent, employee, guest or invitee of Tenant, or of any such entity in or about the Leased Premises, the Building or the Project, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees and agents harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever (including any legal fees incurred by Landlord with respect to defending such claims) resulting therefrom, except to the extent proximately caused by the active negligence or willful misconduct of Landlord. This indemnity agreement shall survive until the latter to occur of (i) the date of the expiration, or sooner termination, of this Lease, or (ii) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant 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 under limited to the extent of the negligence of Tenant, and in no duty event shall Tenant have any obligation to indemnify and hold Landlord harmless, nor defend Landlord, against any liability, claims, or damages Claims arising because out of the sole negligence of Landlord’s failure . 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 make any repairs required by acts or omissions during the term of this Lease shall survive termination or to take any action required by this Lease or to take any action required of Landlord by this Lease, provided that the Landlord has been properly notified by Tenant of the required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 expiration of this Lease. Tenant shall promptly notify Landlord of casualties or accidents occurring in or about the Premises. LANDLORD 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 will indemnify, protect, defend, and hold harmless Landlord 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 all claims, judgments, causes of action, damages, penalties, fines, taxes, costs, liabilities, losses, and expenses arising as a result of or in connection with counsel satisfactory to LandlordTenant's or Tenant's Parties' breach of any prohibition or provision of Section 44, any claims made or legal actions filed or threatened by third parties against Landlord with respect to the death, bodily injury, personal injury, damage to property or interference with contractual or property rights suffered by any third party (including other tenants within the Project) which (i) occurred within the Leased Premises or (ii) resulted from Tenant’s use or occupancy of the Leased Premises or the Common Areas presence of any Hazardous Materials on or (iii) resulted under the Premises during the Term or any Hazardous Materials that migrate from the Premises to other properties, as a result of Tenant’s activities '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, costs and expenses incurred for or in 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 Leased Premises 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; all reasonable sums paid in settlement of claims; reasonable attorney fees; litigation, arbitration, and administrative proceeding costs; and reasonable expert, consultant, and laboratory fees. Neither the written consent of Landlord to the presence of Hazardous Materials on or under the Premises, nor the Building or strict compliance by Tenant with all Environmental Laws, will excuse Tenant from the Project, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees and agents harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever (including any legal fees incurred by Landlord with respect to defending such claims) resulting therefrom, except to the extent proximately caused by the active negligence or willful misconduct of Landlordindemnification obligation. This indemnity agreement shall will survive until the latter to occur of (i) the date of the expiration, expiration or sooner termination, termination of this Lease. Further, or if Landlord detects a deficiency in Tenant's performance under this indemnity and Tenant fails to correct the deficiency within ten (ii10) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify and hold Landlord harmless, nor defend days after receipt of written notice from Landlord, against any liability, claims, or damages arising because of Landlord’s failure to make any repairs required by this Lease or to take any action required by this Lease or to take any action required of Landlord by this Lease, provided that the Landlord has been properly notified by Tenant 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 required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 of this Leasedeficiency 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 indemnify, defend, with counsel satisfactory to Landlord, any claims made or legal actions filed or threatened by third parties against Landlord with respect to the death, bodily injury, personal injury, damage to property or interference with contractual or property rights suffered by any third party (including other tenants within the Project) which (i) occurred within the Leased Premises or (ii) resulted from Tenant’s use or occupancy of the Leased Premises or the Common Areas or (iii) resulted from Tenant’s activities in or about the Leased Premises, the Building or the Project, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees and agents Landlord harmless from any lossand all claims, including loss of rents by reason of vacant space which otherwise would have been leased but for such activitiesjudgments, liabilitydamages, penalties, fines, costs, liabilities, or expense whatsoever 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 legal fees incurred 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 Landlord with respect to defending such claims) resulting therefrom, except to Hazardous Materials from the extent proximately caused by the active negligence actions or willful misconduct omissions of LandlordTenant or of Tenant's agents or contractors. This indemnity agreement shall survive until the latter to occur indemnification of (i) the date Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of the expirationsite conditions or any cleanup, remedial, removal, or sooner terminationrestoration work required by any federal, of this Leasestate, or (ii) local governmental agency or political subdivision because of Hazardous Materials present in the date Tenant actually vacates soil or ground water on or under the Leased Premises. Notwithstanding 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 be under no duty promptly take all actions at its sole expense as are necessary to indemnify and hold Landlord harmless, nor defend Landlord, against return the Premises to the condition existing prior to the release of any liability, claims, or damages arising because of Landlord’s failure such Hazardous Material to make any repairs required by this Lease or to take any action required by this Lease or to take any action required of Landlord by this Leasethe 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 Landlord has been properly notified by Tenant Premises. Without limiting the generality of any of the required repair foregoing, the indemnification provided by this section shall also specifically cover costs incurred in connection with Hazardous Materials present or actionsuspected to be present in the soil, ground water, or vapor on or under the Premises before the Commencement Date. The term “properly notified” foregoing indemnity shall mean notice as prescribed in Paragraph 13.10 survive the expiration or earlier termination of this Lease.

Tenant’s Indemnification of Landlord. Subject to the limitation on Tenant's liability stated in Section 11(b), Tenant shall will indemnify, protect, defend, with counsel satisfactory and hold harmless Landlord 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 all claims, judgments, causes of action, damages, penalties, fines, taxes, costs, liabilities, losses, and expenses caused (directly or indirectly), contributed to Landlordor exacerbated by (a) Tenant's or Tenant's Parties' breach of any prohibition or provision of Section 11, any claims made or legal actions filed or threatened by third parties against Landlord with respect to the deathextent of such cause, bodily injurycontribution or exacerbation, personal injury, damage to property or interference with contractual or property rights suffered by any third party (including other tenants within the Project) which (i) occurred within the Leased Premises or (iibb) resulted the presence of any Hazardous Materials on or under the Premises during the Term or any Hazardous Materials that migrate from Tenant’s use the Premises to other properties, caused (directly or occupancy 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, costs and expenses incurred for or in connection with any investigation, cleanup, remediation, monitoring, removal, restoration, or closure work required by the Leased Premises or the Common Areas or (iii) resulted from Tenant’s activities in Agencies because of any Hazardous Materials present on, under, or about the Leased Premises 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; all reasonable sums paid in settlement of claims; reasonable attorney fees; litigation, arbitration, and administrative proceeding costs; and reasonable expert, consultant, and laboratory fees. Neither the written consent of Landlord to the presence of Hazardous Materials on or under the Premises, nor the Building or strict compliance by Tenant with all Environmental Laws, will excuse Tenant from the Project, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees and agents harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever (including any legal fees incurred by Landlord with respect to defending such claims) resulting therefrom, except to the extent proximately caused by the active negligence or willful misconduct of Landlordindemnification obligation. This indemnity agreement shall will survive until the latter to occur of (i) the date of the expiration, expiration or sooner termination, termination of this Lease. Further, or if Landlord detects a deficiency in Xxxxxx's performance under this indemnity and Tenant fails to correct the deficiency within thirty (ii30) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify and hold Landlord harmless, nor defend days after receipt of written notice from Landlord, against Xxxxxxxx has the right to join and participate in any liabilitylegal proceedings or actions affecting the Premises that are initiated in connection with any Environmental Laws. However, claims, or damages arising because of Landlord’s failure to make any repairs required by this Lease or to take any action required by this Lease or to take any action required of Landlord by this Lease, provided that if the Landlord has been properly notified by Tenant correction of the required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 of this Leasedeficiency 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.

Tenant’s Indemnification of Landlord. Except to the extent that the waivers of subrogation set forth in Paragraph 9.3 are applicable, Tenant shall defend, defend with competent counsel satisfactory to Landlord, Landlord any claims made or legal actions filed or threatened by third parties against Landlord with respect to the violation of any law, or the death, bodily injury, personal injury, damage to property damage, or interference with contractual or property rights suffered by any third party (including other tenants within the Project) which (i) occurred occurring within the Leased Premises or (ii) resulted resulting from Tenant’s 's use or occupancy of the Leased Premises Premises, the Building or the Common Areas Outside Areas, or (iii) resulted resulting from Tenant’s 's activities in or about the Leased Premises, the Building Building, the Outside Areas or the ProjectProperty, and Tenant shall indemnify and hold Landlord, Landlord’s 's principals, employees employees, agents and agents contractors harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever (including any legal fees incurred by Landlord with respect loss attributable to defending vacant space which otherwise would have been leased, but for such claimsactivities) resulting therefrom, except to the extent proximately caused by the active and gross negligence or willful misconduct of Landlord. This indemnity agreement shall survive until the latter expiration or sooner termination of this Lease, provided that Tenant shall not be required to indemnify Landlord under this section 8.2 with respect to events that first occur after the later of (ia) the date of the expiration, or sooner termination, of this Lease, or (iib) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify and hold Landlord harmless, nor defend Landlord, against any liability, claims, or damages arising because of Landlord’s failure to make any repairs required by this Lease or to take any action required by this Lease or to take any action required of Landlord by this Lease, provided that the Landlord has been properly notified by actual notice of such vacation. Tenant shall not be obligated to indemnify Landlord against loss resulting from and to the extent of the required repair active and gross negligence or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 willful misconduct of this LeaseLandlord or its agents, employees or contractors.

Tenant’s Indemnification of Landlord. Tenant shall be liable for, and shall indemnify, defend, with counsel satisfactory to Landlordprotect and hold Landlord and the Landlord Indemnified Parties harmless from and against, any claims made and all claims, damages, judgments, suits, causes of action, losses, liabilities and expenses, including attorneys’ fees and court costs (collectively, “Indemnified Claims”), arising or legal actions filed resulting from (a) any occurrence at the Premises, unless caused by the gross negligence or threatened willful misconduct of Landlord or its agents, employees or contractors and not covered by third parties against Landlord with respect the insurance required to be maintained by Tenant under this Lease, (b) any ad or omission of Tenant or any of the deathTenant Parties; (c) the use of the Premises and Common Areas and conduct of Tenant’s business by Tenant or any Tenant Parties, bodily injury(d) any other activity, personal injurywork or thing done, damage to property permitted or interference with contractual or property rights suffered by Tenant or any third party (including other tenants within the Project) which (i) occurred within the Leased Premises or (ii) resulted from Tenant’s use or occupancy of the Leased Premises or the Common Areas or (iii) resulted from Tenant’s activities Tenant Parties, in or about the Leased Premises, the Building or elsewhere on the Project, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees and agents harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever Project (including any legal fees incurred by Landlord with respect to defending such claims) resulting therefrom, except to the extent proximately caused by the active gross negligence or willful misconduct of Landlord. This indemnity agreement shall survive until Landlord or its agents, employees or contractors); and/or (e) any default by Tenant of any obligations on Tenant’s part to be performed under the latter to occur terms of (i) the date of the expiration, or sooner termination, of this Lease, or (ii) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify and hold Landlord harmless, nor defend Landlord, against any liability, claims, or damages arising because of Landlord’s failure to make any repairs required by this Lease or the terms of any contract or agreement to take any action required which Tenant is a party or by which it is bound, affecting this Lease or the Premises. The foregoing indemnification shall include, but not be limited to, any injury to, or death of, any person, or any loss of, or damage to, any property on the Premises, or on adjoining sidewalks, streets or ways, or connected with the use, condition or occupancy thereof, whether or not Landlord or its mortgagee has or should have knowledge or notice of the defects or conditions causing or contributing to take such injury, death, loss or damage. In case any action required or proceeding is brought against Landlord or any Landlord Indemnified Parties by reason of Landlord any such Indemnified Claims, Tenant, upon notice from Landlord, shall defend the same at Tenant’s expense by this Leasecounsel approved in writing by Landlord, provided that the Landlord has been properly notified by Tenant of the required repair or action. The term “properly notified” which approval shall mean notice as prescribed in Paragraph 13.10 of this Leasenot be unreasonably withheld.

Tenant’s Indemnification of Landlord. Tenant shall defend, with counsel satisfactory to Landlord, any claims made or legal actions filed or threatened by third parties against Landlord with respect to the death, bodily injury, personal injury, damage to property or interference with contractual or property rights suffered by any third party (including other tenants within the Project) which (i) occurred within the Leased Premises or (ii) resulted from Tenant’s use or occupancy of the Leased Premises or the Common Areas or (iii) resulted from Tenant’s activities in or about the Leased Premises, the Building or the Project, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees and agents harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever (including any legal fees incurred by Landlord with respect to defending such claims) resulting therefrom, except Except to the extent proximately caused by the active negligence or willful misconduct of Landlord or any of Landlord. This indemnity agreement shall survive until ’s Parties, Tenant will be liable for, and agrees, to the latter maximum extent permissible under applicable law, to occur promptly indemnify, protect, defend (using counsel acceptable to Landlord) and hold harmless Landlord and Landlord Indemnified Parties from and against any and all claims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs, including attorneys’ fees reasonably and actually incurred and, court costs (collectively, “Indemnified Claims”), arising or resulting from (i) the date any act or omission of the expiration, Tenant or sooner termination, of this Lease, or any Tenant’s Parties (as defined in Paragraph 7.3 above); (ii) the date use of the Premises and conduct of Tenant’s business by Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify and hold Landlord harmless, nor defend Landlord, against or any liability, claimsTenant’s Parties, or damages arising because of Landlordany other activity, work or thing done or knowingly permitted by Tenant or any Tenant’s failure to make Parties, in or about the Premises or elsewhere within the Project; and/or (iii) any repairs required by this Lease or to take any action required by this Lease or to take any action required of Landlord by this Lease, provided that the Landlord has been properly notified default by Tenant of any obligations on Tenant’s part to be performed under the required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 terms of this Lease. In case any action or proceeding is brought against Landlord or any Landlord Indemnified Parties by reason of any such Indemnified Claims, Tenant, upon notice from Landlord, agrees to promptly defend the same at Tenant’s sole cost and expense by counsel approved in writing by Landlord, which approval Landlord will not unreasonably withhold, condition or delay. Tenant’s duty to defend Landlord under this Paragraph 14.2 shall 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 potential or possibility of indemnification, regardless of whether such allegations are false, frivolous, groundless or valid defenses thereto exist. If this Paragraph 14 is held by a court of competent jurisdiction to be subject to the provisions of RCW 4.24.115, 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 extent of its indemnity obligations under this Paragraph 14.

Tenant’s Indemnification of Landlord. Except to the extent caused or arising out of Landlord’s negligence or willful misconduct, Tenant shall defend, defend with competent counsel satisfactory to Landlord, Landlord any claims made or legal actions filed or threatened by third parties against Landlord with respect to the violation of any law, or the death, bodily injury, personal injury, damage to property damage, or interference with contractual or property rights suffered by any third party (including other tenants within the Project) which (i) occurred occurring within the Leased Premises or (ii) resulted resulting from Tenant’s use or occupancy of the Leased Premises Premises, the Building or the Common Areas Outside Areas, or (iii) resulted resulting from Tenant’s activities in or about the Leased Premises, the Building Building, the Outside Areas or the ProjectProperty, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees employees, agents and agents contractors harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever (including any legal fees incurred by Landlord with respect loss attributable to defending vacant space which otherwise would have been leased, but for such claimsactivities) resulting therefrom, except to the extent proximately caused by the active negligence or willful misconduct of Landlord. This indemnity agreement shall survive until the latter expiration or sooner termination of this Lease, provided that Tenant shall not be required to indemnify Landlord under this section 8.2 with respect to events that first occur after the later of (ia) the date of the expiration, or sooner termination, of this Lease, or (iib) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify and hold Landlord harmless, nor defend Landlord, against any liability, claims, or damages arising because of Landlord’s failure to make any repairs required by this Lease or to take any action required by this Lease or to take any action required of Landlord by this Lease, provided that the Landlord has been properly notified by Tenant actual notice of the required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 of this Leasesuch vacation.

Tenant’s Indemnification of Landlord. Tenant shall defend, with counsel satisfactory to Landlord, any claims made or legal actions filed or threatened by third parties against Landlord with respect to the death, bodily injury, personal injury, damage to property or interference with contractual or property rights suffered by any third party (including other tenants within the Project) which (i) occurred within the Leased Premises or (ii) resulted from Tenant’s use or occupancy of the Leased Premises or the Common Areas or (iii) resulted from Tenant’s activities in or about the Leased Premises, the Building or the Project, and Tenant shall indemnify and hold Landlord, Landlord’s principals, employees and agents harmless from any loss, including loss of rents by reason of vacant space which otherwise would have been leased but for such activities, liability, penalties, or expense whatsoever (including any legal fees incurred by Landlord with respect to defending such claims) resulting therefrom, except Except to the extent proximately caused by the active negligence or willful misconduct of Landlord, its agents, contractors or invitees, Tenant 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 Indemnitees") from: (A) all claims, judgments, causes of action, damages, penalties, fines, taxes, costs, liabilities, losses, and expenses arising (directly or 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 (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, 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; all reasonable sums paid in settlement of claims; reasonable attorney fees; litigation, arbitration, and administrative proceeding costs; and reasonable expert, consultant, and laboratory fees. Neither the written consent of Landlord to Tenant's use, storage or generation of Hazardous Materials on or under the Premises, nor the strict compliance by Tenant with all Environmental Laws, will excuse Tenant from the indemnification obligation. This indemnity agreement shall will survive until the latter to occur of (i) the date of the expiration, expiration or sooner termination, termination of this Lease. Further, or if Tenant's performance under this indemnity is deficient, and Tenant fails to correct the deficiency within ten (ii10) the date Tenant actually vacates the Leased Premises. Notwithstanding the foregoing, Tenant shall be under no duty to indemnify and hold Landlord harmless, nor defend days after receipt of written notice from Landlord, against Landlord shall have the right to join and participate in any liabilitylegal proceedings or actions affecting the Premises that are initiated in connection with any Environmental Laws. However, claims, or damages arising because of Landlord’s failure to make any repairs required by this Lease or to take any action required by this Lease or to take any action required of Landlord by this Lease, provided that if the Landlord has been properly notified by Tenant correction of the required repair or action. The term “properly notified” shall mean notice as prescribed in Paragraph 13.10 of this Leasedeficiency 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.