LOSS OR DAMAGE, INCLUDING LOSS OF PROFIT, LOSS OF USE, LOSS OF
OPERATING TIME, LOSS OF REVENUE, INCREASED COSTS OF PRODUCING REVENUES, COST OF
CAPITAL, OR LOSS OF GOODWILL, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES. THE PARTIES FURTHER AGREE THAT THE WAIVERS AND
DISCLAIMERS OF LIABILITY, INDEMNITIES, RELEASES FROM LIABILITY, SOLE REMEDY
PROVISIONS AND LIMITATIONS ON LIABILITY EXPRESSED IN THIS SUBLEASE SHALL SURVIVE
TERMINATION OR EXPIRATION OF THIS SUBLEASE, AND SHALL APPLY (UNLESS OTHERWISE
EXPRESSLY INDICATED), WHETHER IN CONTRACT, EQUITY, TORT OR OTHERWISE, EVEN IN
THE EVENT OF THE FAULT, NEGLIGENCE, INCLUDING SOLE NEGLIGENCE, STRICT LIABILITY,
OR BREACH OF
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WARRANTY OF THE PARTY INDEMNIFIED, RELEASED OR WHOSE LIABILITIES ARE LIMITED,
AND SHALL EXTEND TO THE PARTNERS, CONTRACTORS, SUBCONTRACTORS, SUPPLIERS,
DIRECTORS, OFFICERS AND EMPLOYEES, AGENTS AND RELATED OR AFFILIATED ENTITIES OF
SUCH PARTY, AND THEIR PARTNERS, DIRECTORS, OFFICERS AND EMPLOYEES.
12.4
IF THE EXPIRATION OR EARLIER TERMINATION OF THIS SUBLEASE ACTIVATES
ANY ENVIRONMENTAL LAW REQUIRING AUDITS AND/OR FILINGS, (EXCEPT AS PROVIDED IN
PARAGRAPH 12.5 AND 12.6 BELOW) SUBTENANT SHALL BEAR THE COST OF ANY SUCH AUDITS
AND FILINGS REQUIRED BY SUCH LAWS INSOFAR AS THEY EFFECT THE LEASED PREMISES
UNLESS SUCH TERMINATION IS DUE TO THE FAULT OF THE SUBLANDLORD.
12.5
SUBLANDLORD AND SUBTENANT ACKNOWLEDGE AND AGREE THAT DUPONT HAS
BEEN CONDUCTING EXPLOSIVE OPERATIONS IN THE UNDERGROUND PASSAGES OF THE LEASED
PREMISES FOR THIRTY (30) YEARS PRIOR TO THE DATE OF THE DUPONT SUBLEASE, AND
THAT SUCH UNDERGROUND PASSAGES CONTAIN RESIDUE RESULTING FROM THE DETONATION OF
EXPLOSIVES OR OTHER EXPLOSIVE MATERIALS (THE "EXPLOSIVE RESIDUE"). DUPONT HAS
AGREED TO REMOVE AND DISPOSE OF THE EXPLOSIVE RESIDUE AT A REASONABLE TIME PRIOR
TO EXPIRATION OR TERMINATION OF THE MASTER LEASE, OR AS REQUIRED BY LAW,
WHICHEVER IS EARLIER. DUPONT SHALL IN CONSULTATION WITH SUBTENANT PREPARE A PLAN
FOR REMOVAL AND DISPOSAL OF THE EXPLOSIVE RESIDUE. DUPONT AND SUBTENANT AGREE TO
SHARE THE COSTS AND EXPENSES OF REMOVAL AND DISPOSAL OF THE EXPLOSIVE RESIDUE
PRO RATA BASED ON THE NUMBER OF YEARS THAT THE PARTIES HAVE BEEN OPERATING AT
THE LEASED PREMISES. THE PARTIES ACKNOWLEDGE THAT SUBTENANT MAY, AT SUBTENANT'S
OPTION AND AT SUBTENANT'S COST AND EXPENSE, PARTIALLY REMOVE AND DISPOSE OF THE
EXPLOSIVE RESIDUE IN ORDER TO FACILITATE OPERATIONS OF THE PERMITTED USE AT THE
LEASED PREMISES. SUBLANDLORD SHALL HAVE NO RESPONSIBILITY FOR (A) THE PRESENCE
OF THE EXPLOSIVE RESIDUE IN THE UNDERGROUND PASSAGES OF THE LEASED PREMISES, OR
(B) ANY REMOVAL AND DISPOSAL OF EXPLOSIVE RESIDUE.
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SUBTENANT SHALL INDEMNIFY SUBLANDLORD FOR SUBTENANT'S OBLIGATION WITH RESPECT TO
THE FOREGOING TO THE FULL EXTENT SET FORTH IN SECTION 12.1.
13.
DEFAULT.
(A)
ANY OF THE FOLLOWING OCCURRENCES, CONDITIONS OR ACTS SHALL
CONSTITUTE AN "EVENT OF DEFAULT" UNDER THIS SUBLEASE:
(i)
If SUBTENANT defaults in making payment when due of any
installment of Annual Rent, Additional Rent or other amount payable hereunder by
SUBTENANT to SUBLANDLORD, and such default continues for a period of fifteen
(15) days after SUBLANDLORD shall have given notice to