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against any Reserved Space of any Site for the costs of any response, removal or remedial action or
<br />clean-up of Hazardous Substances; (iv) such Sublessor shall, to the extent such Sublessor is legally
<br />obligated therefor, promptly conduct and complete all investigations, studies, sampling and testing, and
<br />all remedial, removal, and other actions necessary to clean up and remove all Hazardous Substances on,
<br />from or affecting the Reserved Space of each Site in accordance with all applicable Environmental Laws,
<br />in all material respects; and (v) such Sublessor shall promptly notify TowerCo in writing if such
<br />Sublessor receives any notice, letter, citation, order, warning, complaint, injury, claim or demand that:
<br />(w) such Sublessor has violated, or is about to violate, any Environmental Law, (x) there has been a
<br />release or there is a threat of release, of Hazardous Substances at or from the Reserved Space of any Site,
<br />(y) such Sublessor may be or is liable, in whole or in part, for the costs of cleaning up, remediating,
<br />removing or responding to a Release of Hazardous Substances, or (z) the Reserved Space of any Site is
<br />subject to a Lien in favor of any governmental entity for any liability, cost or damages under any
<br />Environmental Law.
<br />(c) Unless resulting or arising from the acts or omissions of a Sublessor or such
<br />Sublessot's employees, agents, engineers, wntractors, subcontractors, licensees or invitees (excluding for
<br />such purpose, TowerCo and its Affiliates, employees, engineers, contractors, subcontractors, licensees
<br />and invitees), TowerCo agrees to indemnify, defend and hold the AirTouch Indemnitees harmless from
<br />and against any and all Claims, including Claims of any and every kind whatsoever paid, incurred,
<br />suffered by, or asserted against such Sublessor or the Site for, with respect to, or as a result of the
<br />following: (i) the presence in, on, over or under, or the escape, seepage, leakage, spillage, discharge,
<br />emission or release on or from the Site of any Hazardous Substances caused by TowerCo or any Space
<br />Subtenant subsequent to the applicable Site Commencement Date; (ii) the violation of any Environmental
<br />Law relaxing to or affecting the Site caused by TowerCo or any Space Subtenant subsequent to the
<br />applicable Site Commencement Date; or (iii) the violation or breach of, or the failure of ToweiCo to fully
<br />and completely keep, observe, satisfy, perform and comply with, any agreement, term, covenant,
<br />condition, requirement, provision or restriction of this Section 23.
<br />(d) Unless resulting or arising from the negligent or willful acts or omissions of
<br />TowerCo or TowerCo's employees, agents, engineers, contractors, subcontractors, licensees or invitees,
<br />each Sublessor agrees, severally on its own account, to indemnify and hold the TowerCo Indemnitees
<br />harmless from and against any and all Claims (including Claims of any and every kind whatsoever paid,
<br />incurred, suffered by, or asserted against such TowerCo Indemnitees or the Reserved Space of any Site)
<br />for, with rt~spect to, or as a result of the following: (i) the presence in, on, over or under, or the escape,
<br />seepage, leakage, spillage, discharge, emission or release on or from the Reserved Space of any Site of
<br />any Hazardous Substances caused by such Sublessor subsequent to the applicable Site Commencement
<br />Daze; (ii) the violation of any Environmental Law caused by such Sublessor relating to or affecting the
<br />Reserved Space of any Site subsequent to the applicable Site Commencement Date; or (iii) the violation
<br />or breach of, or the failure of such Sublessor to fully and completely keep, observe, satisfy, perform and
<br />comply with, any agreement, term, covenant, condition, requirement, provision or restriction of this
<br />Section 23.
<br />(e) The provisions of this Section 23 shall survive the applicable Site Expiration Date
<br />or earlier termination of this Agreement. The foregoing provisions of this Section 23 are not intended to
<br />limit the generality of any of the other provisions of this Agreement.
<br />(f) Notwithstanding anything in this Agreement to the contrary, a Sublessor shall have
<br />no obligation to indemnify the TowerCo Indemnities under this Section 23, including with respect to
<br />Claims for damages or other Liabilities due to any necessary investigation, remediation or cleanup of
<br />Hazardous Substances at any Site for which such Sublessor would otherwise have an obligation to
<br />indemnify TowerCo hereunder, unless TowerCo first gives such Sublessor an option to conduct any
<br />necessary rusponse or perform any required work and such Sublessor refuses to do so. Such an option
<br />shall he_siven to Sublessors in writing vrior to anv_ expenditure or commitment by TowerCo or any of its
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