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16. Indemnification.
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<br /> Lessee shall indemnify, defend and hold harmless Lessor, the San Mateo County Transit
<br />District, the Santa Clara Valley Transportation Authority, the City and County of San Francisco,
<br />the Union Pacific Railroad Company, the National Railroad Passenger Corporation
<br />("AMTRAK"), the successors and assigns of any of them, and their respective directors, officers,
<br />employees, agents, contractors and any other person acting on Lessor's behalf (collectively,
<br />"Indemnitees") from and against any and all liabilities, penalties, losses, damages, costs, loss of
<br />rent, expenses, demands, causes of action, claims or judgments (collectively, "Liabilities")
<br />arising out of or in connection with (a) the use, maintenance, occupation, alteration, or
<br />improvement of the Premises by Lessee, (b) any act, omission or neglect of Lessee, Lessee's
<br />officers, employees, agents, servants, sublessees, concessionaires, contractors or visitors, and/or
<br />(c) any breach or default by Lessee of any of the terms, covenants or conditions of this Lease;
<br />provided, however that with respect to any Liability under sub-sections (a) and/or (b) above,
<br />Lessee shall not be obligated to indemnify any Indemnitee for any Liability caused by the gross
<br />negligence or willful misconduct of that Indemnitee. The duty to defend established herein shall
<br />include payment of all legal costs and charges, including reasonable attorney's fees, and shall
<br />remain in effect notwithstanding any claim of gross negligence or willful misconduct by Lessee
<br />against any Indemnitee. Lessee waives any and all rights to any type of express or implied
<br />indemnity against Lessor, its directors, officers or employees. The provisions of this Section
<br />shall survive the expiration or termination of this Lease.
<br />
<br /> 17. Environmental Impairment.
<br />
<br /> If during the term of this Lease, Lessee knows or has cause to believe that any Hazardous
<br />Materials, as defined below, have come to be located in, on, under or about the Premises, other
<br />than as previously consented to by Lessor, Lessee shall immediately give Lessor written notice
<br />thereof, together with a copy of any statement, report, notice, registration, applications, permit,
<br />business plan, license, claim, action or proceeding given to, or received from, any governmental
<br />authority or private party concerning said Hazardous Materials.
<br />
<br /> Should any discharge, leakage, spillage, or emission of any Hazardous Materials, as
<br />defined below, or pollution of any type occur upon or from the Premises during the Term,
<br />Lessee, at Lessee's expense, shall clean all property affected thereby to the satisfaction of Lessor
<br />(insofar as the property owned or controlled by Lessor is concerned) and any governmental body
<br />having jurisdiction thereover.
<br />
<br /> Lessee shall indemnify, hold harmless, and defend each and all of the Indemnitees
<br />defined in Section 16 above from and against all liability, claims, costs and expenses (including,
<br />without limitation, any fines, penalties, judgments, litigation costs, attorneys' fees, and
<br />consulting, engineering and construction costs) incurred by such Indemnitees or any of them as a
<br />result of Lessee's breach of this Section, or as a result of the presence, disposal, storage,
<br />generation or release on the Premises at any time during the term of this Lease of any "hazardous
<br />materials," "hazardous substances," "hazardous wastes" or "toxic substances" as those terms may
<br />be defined in any federal, state or local legislation currently existing or enacted in the future
<br />(collectively "Hazardous Materials"), regardless of whether such liability, cost or expense arises
<br />during or after the Lease Term, and regardless of whether such liability, cost or expense is
<br />contributed to or caused by the negligence, active or passive, of Lessor.
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<br /> 895092.2
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