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Pipeline; and
<br /> WHEREAS, Shell is willing to indemnify Machado and Global, their successors and assigns,
<br /> from and against claims, liabilities, and remediation requirements and costs resulting from
<br /> contamination arising from or associated with the Pipeline, its operation and/or the operations of
<br /> Shell.
<br /> NOW THEREFORE, in consideration of good and valuable consideration, the receipt
<br /> and sufficiency of which is hereby acknowledged, and the material promises contained herein,
<br /> the Parties hereto agree as follows:
<br /> 1. Definitions:
<br /> a. "Contamination"means any Release of Hazardous Materials.
<br /> b. "Environmental Law" means any present or future federal, state, regional or local
<br /> law, statute, ordinance, rule, regulation, code, policy, rule of common law
<br /> (including without limitation nuisance and trespass), consent order,judicial order,
<br /> administrative order or other government directive, in each case as amended or
<br /> supplemented from time to time, that applies to the Property and relates to
<br /> Hazardous Materials including, without limitation, those relating to industrial
<br /> hygiene, or the use, analysis, generation, manufacture, storage, discharge, release,
<br /> disposal, transportation, treatment, investigation, or remediation of Hazardous
<br /> Materials. Any soil or groundwater contaminated by Hazardous Materials at the
<br /> Property in quantities or concentrations violative of the most stringent applicable
<br /> federal, state or local standard or guidance or which required reporting,
<br /> investigation, remediation or other response action is considered for purposes of
<br /> this Agreement a violation of an Environmental Law. Environmental Laws
<br /> include, without limitation, those acts commonly referred to as the
<br /> Comprehensive Environmental Response, Compensation and Liability Act of
<br /> 1980; the Superfund Amendments and Reauthorization Act; the National
<br /> Environmental Policy Act; the Hazardous Materials Transportation Act, the
<br /> Resource Conservation and Recovery Act (including, without limitation, Subtitle
<br /> I relating to underground storage tanks); the Solid Waste Disposal Act; the Clean
<br /> Water Act; the Clean Air Act; the Toxic Substances Control Act; the
<br /> Occupational Safety and Health Act; the California Hazardous Waste Control
<br /> Law, Cal. Health & Safety Code section 25100, et seq.; the Underground Storage
<br /> of Hazardous Substances Act, Cal. Health & Safety Code section 25280, et seq.;
<br /> the Hazardous Substance Account Act, Cal. Health & Safety Code section 25300,
<br /> et seq.; the Safe Drinking Water and Toxic Enforcement Act of 1986, Cal. Health
<br /> & Safety Code sections 25249.5-24259.13; the Porter-Cologne Water Quality
<br /> Control Act, Cal. Water Code section 13000, et seq.; the Safe Drinking Water and
<br /> Toxic Enforcement Act of 1986 (Proposition 65); and Title 22 of the California
<br /> Code of Regulations,Division 4, Chapter 30.
<br /> c. "Government Authority or Government Authorities" means the state, county and
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<br /> 200526-14.doc/F I NAU6.8.06
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