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governmental regulations including, without limitation, all applicable
<br />federal, state, and local laws pertaining to air and water quality,
<br />hazardous waste, waste disposal, and other environmental matters,
<br />including, but not limited to, the Clean Water, Clean Air, Federal Water
<br />Pollution Control, Solid Waste Disposal, Resource Conservation
<br />Recovery and Comprehensive Environmental Response
<br />Compensation and Liability Acts, and the California Environmental
<br />Quality Act, and the rules, regulations, and ordinances of the city within
<br />which the subject property is located, the California Department of
<br />Health Services, the Regional Water Quality Control Board, the State
<br />Water Resources Control Board, the Environmental Protection Agency,
<br />and all applicable federal, state, and local agencies and bureaus.
<br />19. Indemnity. Seller agrees to indemnify, defend and hold Buyer
<br />harmless from and against any claim, action, suit, proceeding, loss,
<br />cost, damage, liability, deficiency, fine, penalty, punitive damage, or
<br />expense (including, without limitation, attorneys' fees), resulting from,
<br />arising out of, or based upon (i) the presence, release, use, generation,
<br />discharge, storage, or disposal of any Hazardous Material on, under, in
<br />or about, or the transportation of any such materials to or from, the
<br />Property, or (ii) the violation, or alleged violation, of any statute,
<br />ordinance, order, rule, regulation, permit, judgment, or license relating
<br />to the use, generation, release, discharge, storage, disposal, or
<br />transportation of Hazardous Materials on, under, in, or about, to or
<br />from, the Property. This indemnity shall include, without limitation, any
<br />damage, fine, penalty, punitive damage, cost, or expense arising from
<br />or out of any claim, action, suit or proceeding for personal injury
<br />(including sickness, disease, or death, tangible or intangible property
<br />damage liability, compensation for lost wages, business income, profits
<br />or other economic loss, damage to the natural resources or the
<br />environment, nuisance, pollution, contamination, leak, spill, release, or
<br />other adverse effect on the environment). This indemnity extends only
<br />to liability created prior to or up to the date this escrow shall close.
<br />Seller shall not be responsible for acts or omissions to act post close of
<br />this escrow.
<br />20. Continciency. It is understood and agreed between the parties hereto
<br />that the completion of this transaction, and the escrow created hereby,
<br />is contingent upon the specific acceptance and approval of the Buyer
<br />herein. The execution of these documents and the delivery of same to
<br />Escrow Agent constitutes said acceptance and approval.
<br />21. Modification and Amendment. This agreement may not be modified
<br />or amended except in writing signed by the Seller and City.
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