18. INDEMNITY. Tenant hereby agrees to indemnify, defend and hold harmless Landlord and its employees, partners, agents, property manager, contractors, lenders and ground lessors (said persons and entities are hereinafter collectively referred to as the Indemnified Parties or Landlord Parties) from and against any and all liability, loss, cost, damage, claims, loss of rents, liens, judgments, penalties, fines, settlement costs, investigation costs, cost of consultants and experts, attorneys fees, court costs and other legal expenses, effects of environmental contamination, cost of environmental testing, removal, remediation and/or abatement of Hazardous Materials (as said term is defined below), insurance policy deductibles and other expenses (hereinafter collectively referred to as Damages) arising out of or related to an Indemnified Matter (as defined below). For purposes of this section, an Indemnified Matter shall mean any matter for which one or more of the Indemnified Parties incurs liability or Damages if the liability or Damages arise out of, directly or indirectly, (a) Tenants or its employees, agents, contractors, invitees, subtenants or other persons working in or visiting the Premises (all of said persons or entities are hereinafter collectively referred to as Tenant Parties) use or occupancy of the Premises, (b) any act, omission or neglect of a Tenant Party, (c) Tenants failure to perform any of its obligations under the Lease, (d) the existence, use or disposal of any Hazardous Materials (as defined below) brought on to the Premises by a Tenant Party or (e) any other matters for which Tenant has agreed to indemnify Landlord pursuant to any other provision of this Lease. Tenants obligations hereunder shall include, but shall not be limited to (f) compensating the Indemnified Parties for Damages arising out of Indemnified Matters within ten (10) days after written demand from an Indemnified Party and (g) providing a defense, with counsel reasonably satisfactory to the Indemnified Party, at Tenants sole expense, within ten (10) days after written demand from the Indemnified Party, of any claims, action or proceeding arising out of an Indemnified Matter whether or not litigated or reduced to judgment and whether or not well founded. If Tenant is obligated to compensate an Indemnified Party for Damages arising out of an Indemnified Matter, Landlord shall have the immediate and unconditional right, but not the obligation, without notice or demand to Tenant, to pay the Damages, and Tenant shall, upon ten (10) days advance written notice from Landlord, reimburse Landlord for the costs incurred by Landlord. The Indemnified Parties need not first pay any Damages to be indemnified hereunder. This indemnity is intended to apply to the fullest extent permitted by applicable law. Tenants obligations under this section shall survive the expiration or termination of this Lease unless specifically waived in writing by Landlord after said expiration or termination. Notwithstanding anything to the contrary contained in this section, (i) Tenant shall not be obligated to indemnify an Indemnified Party from liability to the extent such liability arises out of the Indemnified Partys negligence or willful misconduct or Landlords breach of this Lease, and (ii) if both Tenant and Landlord are determined to be negligent or otherwise strictly liable without fault, then the indemnity under this Section shall continue, but Tenant shall be liable to Landlord only for the percentage of responsibility for damage or injury attributable to Tenant.
19. EXEMPTION OF LANDLORD FROM LIABILITY. Tenant hereby agrees that Indemnified Parties shall not be liable for injury to Tenants business or any loss of income therefrom or for loss of or damage to the merchandise, tenant improvements, fixtures, furniture, equipment, computers, files, automobiles, or other property of Tenant, Tenants employees, agents, contractors or invitees, or any other person in or about the Premises, nor shall Indemnified Parties be liable for injury to the person of Tenant, Tenants employees, agents, contractors or invitees, whether such damage or injury is caused by or results from any cause whatsoever including, but not limited to, theft, criminal activity at the Premises, negligent security measures, bombings or bomb scares, acts of terrorism, Hazardous Materials, fire, steam, electricity, gas, water or rain, flooding, breakage of pipes, sprinklers, plumbing, air conditioning or lighting fixtures, or from any other cause, whether said damage or injury results from conditions arising upon the Premises, or from other sources or places, or from new construction or the repair, alteration or improvement of any part of the Premises, and regardless of whether the cause of the damage or injury arises out of the active