Agmt21 Safeway Inc. License and Agreement

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underground facilities in connection with the performance of the Work. 7. The City agrees to collect in drums or comparable containers all soil, water and other substances obtained from the Work. All drums and comparable containers must be removed from the Property within five (5) business days of completion of the Work. The City shall dispose of all soils, water and other materials generated as a result of or used in connection with the Work at its sole cost and expense, and in compliance with law, and shall be listed as "generator" on all disposal manifests prepared in connection with the removal and disposal of such material or substances generated as part of the City's Work. 8. The City shall perform all actions to address the Environmental Condition (including but not limited to investigate, remediate, and monitor) until such time as Case Closure with respect to the Property is obtained from the Agency. Work, as defined herein, shall include the City's obligation to obtain such Case Closure. 9. On completion of the Work, the City shall backfill and/or close all wells as its sole cost and expense, in accordance with all applicable laws, ordinances and regulations, including but not limited to the requirements of the Agency. 10. The City agrees to indemnify, reimburse, defend and save Safeway and its partners, directors, shareholders, members, officers, employees, subsidiaries, affiliated companies, representatives, consultants, and agents, along with its transferees, lenders, successors and assigns ("Safeway Parties"), harmless from any liabilities, losses, damages, costs, or expenses (including attorneys' fees) arising from the performance of or in connection with the Work (collectively "Indemnity Obligations"); provided however, the City's Indemnity Obligations shall not include liabilities, losses, damages, costs or expenses arising from the mere discovery of environmental conditions at or beneath the Property (but shall include liabilities, losses, damages, costs or expenses arising from the exacerbation or • worsening of such conditions arising from the performance of or in connection with the Work). The City's Indemnity Obligations shall survive the termination of this Agreement. Notwithstanding anything herein to the contrary, the Indemnity Obligations shall not limit any other rights Safeway may have to an indemnity under equity or law, including, without limitation, those related to the environmental conditions at, on under or beneath the Property or the other tracts of land in the shopping center of which the Property is a part and which Safeway owns. 11. The City shall cause its contractors to maintain insurance with respect to the Work in an agreement with the requirements and amounts set forth in Exhibit C. Prior to commencing the Work, the City shall provide to Safeway the certificates of insurance and endorsements referenced in Exhibit C. REV: 05-07-2021 MI ATTY/AGR.2021.101/Safeway Inc. (Page 4 of 11)