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performed or caused to be performed by Tenant as provided for above shall be done in good and
<br />workmanlike manner and in compliance with plans, specifications, permits and other requirements
<br />for such work approved by Lessor.
<br />4.4.4. Indemnification for Hazardous Materials.
<br />(a) To the fullest extent permitted by law, Tenant hereby agrees to
<br />indemnify, hold harmless, protect and defend (with attorneys acceptable to Lessor) Lessor, its
<br />elected officials, officers, employees, agents, independent contractors, and the Premises, from and
<br />against any and all liabilities, losses, damages (including, but not limited, damages for the loss or
<br />restriction on use of rentable or usable space or any amenity of the Premises or damages arising
<br />from any adverse impact on marketing and diminution in the value of the Premises), judgments,
<br />fines, demands, claims, recoveries, deficiencies, costs and expenses (including, but not limited to,
<br />reasonable attorneys' fees, disbursements and court costs and all other professional or consultant's
<br />expenses), whether foreseeable or unforeseeable (collectively, "Liabilities"), arising out of the
<br />presence, use, generation, storage, treatment, on or off -site disposal or transportation of Hazardous
<br />Materials on, into, from, under or about the Premises by Tenant or Tenant Parties, and excluding
<br />all Existing Hazardous Materials.
<br />(b) The foregoing indemnity shall also specifically include the cost of any
<br />required or necessary repair, restoration, clean-up or detoxification of the Premises and the
<br />preparation of any closure or other required plans.
<br />(c) The foregoing indemnity and defense obligations of this Lease shall
<br />survive its expiration or termination; provided, however, that the indemnity contained in this
<br />Section 4.4.4 shall not apply to any Liabilities arising or occurring (a) prior to the Effective Date
<br />of this Ground Lease, (b) after the expiration or earlier termination of the Term of this Ground
<br />Lease, or (c) as a result of the grossly negligent or wrongful acts or omissions of Lessor.
<br />4.5 Access by Lessor. Lessor reserves the right for its authorized representatives to enter
<br />the Premises upon two (2) business days' prior written notice to Tenant, during normal business
<br />hours, in order to determine whether Tenant is complying with Tenant's obligations hereunder, or
<br />to enforce any rights given to Lessor under this Lease. Lessor and its representatives shall report
<br />to the Tenant's on -site office and must be accompanied by a representative of Tenant at all times
<br />while on the Property and obey Tenant's rules and regulations. Tenant acknowledges Lessor has
<br />the authority to enter the Premises and perform work on the Premises at any time as needed to
<br />provide immediate or necessary protection for the general public. Lessor will take all necessary
<br />measures not to unreasonably interfere with Tenant's business at the Premises in exercising its
<br />rights under this Section.
<br />Lessor shall indemnify and hold Tenant harmless from and against any loss, cost, damage or
<br />liability, including, without limitation, attorneys' fees, which results from Lessor's willful
<br />misconduct or gross negligence, or willful misconduct or gross negligence committed by any party
<br />acting under Lessor's authority, of the rights granted by this Section 4.5.
<br />Pagel II
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