Common use of Additional Requirements/Provisions Clause in Contracts

Additional Requirements/Provisions. (a) The Borrower shall pay to the Lender, upon demand by the Lender, from time to time such amounts as the Lender may reasonably determine to be necessary to compensate it for any increased costs incurred by the Lender that the Lender determines are attributable to its making or maintaining of any amount receivable by the Lender hereunder in respect of the Loans relating thereto, in each case resulting from any change after the date hereof in applicable law that: (i) changes the basis of taxation of any amounts payable to the Lender under this Agreement in respect of the Loans (other than changes which affect Excluded Taxes or in Non-Excluded Taxes or Other Taxes covered by Section 4.03); or (ii) imposes or modifies any reserve, special deposit or similar requirements (other than the Reserve Requirement) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of the Lender; or (iii) imposes any other material condition affecting this Agreement (or any of such extensions of credit or liabilities). (b) If the Lender shall determine that the adoption or implementation of any applicable law, rule, regulation or treaty regarding capital adequacy, or any change therein, or any change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by the Lender (or its applicable lending office) with any directive regarding capital adequacy of any such authority, central bank or comparable agency, in each case made after the date hereof, has or would have the effect of reducing the rate of return on capital of the Lender or any entity controlling the Lender as a consequence of its obligations hereunder to a level below that which the Lender (or such controlling entity) could have achieved but for such adoption, change or compliance (taking into consideration its policies with respect to capital adequacy) by an amount deemed by the Lender to be material, then from time to time, the Borrower shall pay to the Lender such additional amount or amounts as will compensate the Lender for such reduction.

Additional Requirements/Provisions. (ai) Borrower is required to provide Lender with original renewals or replacements of such insurance policies or certificates during the Term of the Loan. (ii) If the Facility is located in a seismically active area or an area prone to geologic instability and mine subsidence, Lender may require an inspection by a qualified structural or geological engineer satisfactory to Lender, and at Borrower’s expense. The Facility must be structurally and geologically sound and capable of withstanding normal seismic activity or geological movement. Lender reserves the right to require earthquake insurance or Maximum Probable Loss insurance on a case-by-case basis based upon the reasonable recommendations of such engineer. (iii) All insurance policies shall have a term of not less than one (1) year and shall be in the form and amount and with deductibles as, from time to time, shall be reasonably acceptable to Lender. Except for the insurance coverage pursuant to Section 4.5(c) above, all insurance coverages apply to the Property and Facility separately. All such policies shall be primary, provide for loss payable solely to Lender and shall contain a standard “non-contributory mortgagee” endorsement or its equivalent relating, inter alia, to recovery by Lender notwithstanding the negligent or willful acts or omissions of Borrower and notwithstanding: (i) occupancy or use of the Facility for purposes more hazardous than those permitted by the terms of such policy; (ii) any foreclosure or other action taken by Lender pursuant to the Security Instrument upon the occurrence of an Event of Default thereunder; or (iii) any change in title or ownership of the Facility. (iv) All insurance policies must be written by a licensed insurance carrier in the State in which the Facility is located and that has a long-term senior debt rating of at least “A-VIII” by Standard & Poor’s Rating Service. (v) All liability insurance policies must name “Viridescent Realty Trust, Inc., and its successors and/or assigns as their interests may appear” as additional insureds, and all property insurance policies (including those provided for in 4.5(a), (d), (e), (f), (g) and (i) as applicable) must name “Viridescent Realty Trust, Inc., and its successors and/or assigns as their interests may appear” as the named mortgage holder entitled to all insurance proceeds as loss payee. Lender shall have the right, without Borrower’s consent, by notice to the insurance company and to Borrower, to change the additional insured and named mortgagee endorsements in connection with any sale, assignment or other transfer of the Loan. (vi) All insurance policies for the above required insurance must provide for thirty (30) days prior written notice of cancellation to Lender. (vii) Policies or binders, together with the evidence of the above required insurance on XXXXX Form 27 or its equivalent, must be submitted to Lender prior to setting the interest rate on the Loan. Borrower shall not carry separate insurance, concurrent in kind or form or contributing in the event of loss, with any insurance required under this Section 4.5. If the limits of any policy required hereunder are reduced or eliminated due to a covered loss, Borrower shall pay the additional premium, if any, in order to have the original limits of insurance reinstated, or Borrower shall purchase new insurance in the same type and amount that existed immediately prior to the Lenderloss. (viii) If Borrower fails to maintain and deliver to Lender the original policies or certificates of insurance required by this Agreement, Lender may, at its option and following five (5) days' prior written notice to Borrower, procure such insurance and Borrower shall pay or, as the case may be, reimburse Lender for, all premiums thereon promptly, upon demand by the Lender, with interest thereon from time the date paid by Lender to time the date of repayment and such amounts as the Lender may reasonably determine to be necessary to compensate it for any increased costs incurred by the Lender that the Lender determines are attributable to its making or maintaining of any amount receivable by the Lender hereunder in respect sum shall constitute a part of the Loans relating theretoLoan Obligations. (ix) The insurance required by this Agreement may, at the option of Borrower, be effected by blanket and/or umbrella policies issued to Borrower or to an Affiliate of Borrower covering the Facility and the properties of such Affiliate; provided that, in each case resulting from any change after case, the date hereof in applicable law that: (i) changes policies otherwise comply with the basis provisions of taxation of any amounts payable this Agreement and allocate to the Lender under this Agreement in respect of the Loans (other than changes which affect Excluded Taxes or in Non-Excluded Taxes or Other Taxes covered by Section 4.03); or (ii) imposes or modifies any reserveFacility, special deposit or similar requirements (other than the Reserve Requirement) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of the Lender; or (iii) imposes any other material condition affecting this Agreement (or any of such extensions of credit or liabilities). (b) If the Lender shall determine that the adoption or implementation of any applicable law, rule, regulation or treaty regarding capital adequacy, or any change therein, or any change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by the Lender (or its applicable lending office) with any directive regarding capital adequacy of any such authority, central bank or comparable agency, in each case made after the date hereof, has or would have the effect of reducing the rate of return on capital of the Lender or any entity controlling the Lender as a consequence of its obligations hereunder to a level below that which the Lender (or such controlling entity) could have achieved but for such adoption, change or compliance (taking into consideration its policies with respect to capital adequacy) by an amount deemed by the Lender to be material, then from time to time, the coverage specified by this Agreement, without possibility of reduction or coinsurance by reason of, or damage to, any other property (real or personal) named therein. If the insurance required by this Agreement shall be effected by any such blanket or umbrella policies, Borrower shall pay furnish to Lender original policies or certified copies thereof, with schedules attached thereto showing the amount of the insurance provided under such policies which is applicable to the Facility. (x) Neither Lender nor its agents or employees shall be liable for any loss or damage insured by the insurance policies required to be maintained under this Agreement; it being understood that: (i) Borrower shall look solely to its insurance company for the recovery of such additional amount loss or amounts as will compensate damage; (ii) such insurance company shall have no rights of subrogation against Lender or any of its agents or employees; and (iii) Borrower shall use its best efforts to procure from such insurance company a waiver of subrogation rights against Lender. If, however, such insurance policies do not provide for a waiver of subrogation rights against Lender (whether because such a waiver is unavailable or otherwise), then Borrower hereby agrees, to the extent permitted by law and to the extent not prohibited by such insurance policies, to waive its rights of recovery, if any, against Lender for and each of its agents and employees, whether resulting from any damage to the Facility, any liability claim in connection with the Facility or otherwise. If any such reductioninsurance policy shall prohibit Borrower from waiving such claims, then Borrower must obtain from such insurance company a waiver of subrogation rights against Lender.

Additional Requirements/Provisions. (ai) Borrower is required to provide Lender with original renewals or replacements of such insurance policies or certificates during the Term of the Loan. (ii) If the Facility is located in a seismically active area or an area prone to geologic instability and mine subsidence, Lender may require an inspection by a qualified structural or geological engineer satisfactory to Lender, and at Borrower’s expense. The Facility must be structurally and geologically sound and capable of withstanding normal seismic activity or geological movement. Lender reserves the right to require earthquake insurance or Maximum Probable Loss insurance on a case-by-case basis based upon the reasonable recommendations of such engineer. (iii) All insurance policies shall have a term of not less than one (1) year and shall be in the form and amount and with deductibles as, from time to time, shall be reasonably acceptable to Lender. Except for the insurance coverage pursuant to Section 4.5(c) above, all insurance coverages apply to the Property and Facility separately. All such policies shall be primary, provide for loss payable solely to Lender and shall contain a standard “non-contributory mortgagee” endorsement or its equivalent relating, inter alia, to recovery by Lender notwithstanding the negligent or willful acts or omissions of Borrower and notwithstanding: (i) occupancy or use of the Facility for purposes more hazardous than those permitted by the terms of such policy; (ii) any foreclosure or other action taken by Lender pursuant to the Security Instrument upon the occurrence of an Event of Default thereunder; or (iii) any change in title or ownership of the Facility. (iv) All insurance policies must be written by a licensed insurance carrier in the State in which the Facility is located and that has a long-term senior debt rating of at least “A-VIII” by Standard & Poor’s Rating Service. (v) All liability insurance policies must name “Viridescent Realty Trust, Inc., and its successors and/or assigns as their interests may appear” as additional insureds, and all property insurance policies (including those provided for in 4.5(a), (d), (e), (f), (g) and (i) as applicable) must name “Viridescent Realty Trust, Inc., and its successors and/or assigns as their interests may appear” as the named mortgage holder entitled to all insurance proceeds as loss payee. Lender shall have the right, without Borrower’s consent, by notice to the insurance company and to Borrower, to change the additional insured and named mortgagee endorsements in connection with any sale, assignment or other transfer of the Loan. (vi) All insurance policies for the above required insurance must provide for thirty (30) days prior written notice of cancellation to Lender. (vii) Policies or binders, together with the evidence of the above required insurance on AXXXX Form 27 or its equivalent, must be submitted to Lender prior to setting the interest rate on the Loan. Borrower shall not carry separate insurance, concurrent in kind or form or contributing in the event of loss, with any insurance required under this Section 4.5. If the limits of any policy required hereunder are reduced or eliminated due to a covered loss, Borrower shall pay the additional premium, if any, in order to have the original limits of insurance reinstated, or Borrower shall purchase new insurance in the same type and amount that existed immediately prior to the Lenderloss. (viii) If Borrower fails to maintain and deliver to Lender the original policies or certificates of insurance required by this Agreement, Lender may, at its option and following five (5) days' prior written notice to Borrower, procure such insurance and Borrower shall pay or, as the case may be, reimburse Lender for, all premiums thereon promptly, upon demand by the Lender, with interest thereon from time the date paid by Lender to time the date of repayment and such amounts as the Lender may reasonably determine to be necessary to compensate it for any increased costs incurred by the Lender that the Lender determines are attributable to its making or maintaining of any amount receivable by the Lender hereunder in respect sum shall constitute a part of the Loans relating theretoLoan Obligations. (ix) The insurance required by this Agreement may, at the option of Borrower, be effected by blanket and/or umbrella policies issued to Borrower or to an Affiliate of Borrower covering the Facility and the properties of such Affiliate; provided that, in each case resulting from any change after case, the date hereof in applicable law that: (i) changes policies otherwise comply with the basis provisions of taxation of any amounts payable this Agreement and allocate to the Lender under this Agreement in respect of the Loans (other than changes which affect Excluded Taxes or in Non-Excluded Taxes or Other Taxes covered by Section 4.03); or (ii) imposes or modifies any reserveFacility, special deposit or similar requirements (other than the Reserve Requirement) relating to any extensions of credit or other assets of, or any deposits with or other liabilities of the Lender; or (iii) imposes any other material condition affecting this Agreement (or any of such extensions of credit or liabilities). (b) If the Lender shall determine that the adoption or implementation of any applicable law, rule, regulation or treaty regarding capital adequacy, or any change therein, or any change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by the Lender (or its applicable lending office) with any directive regarding capital adequacy of any such authority, central bank or comparable agency, in each case made after the date hereof, has or would have the effect of reducing the rate of return on capital of the Lender or any entity controlling the Lender as a consequence of its obligations hereunder to a level below that which the Lender (or such controlling entity) could have achieved but for such adoption, change or compliance (taking into consideration its policies with respect to capital adequacy) by an amount deemed by the Lender to be material, then from time to time, the coverage specified by this Agreement, without possibility of reduction or coinsurance by reason of, or damage to, any other property (real or personal) named therein. If the insurance required by this Agreement shall be effected by any such blanket or umbrella policies, Borrower shall pay furnish to Lender original policies or certified copies thereof, with schedules attached thereto showing the amount of the insurance provided under such policies which is applicable to the Facility. (x) Neither Lender nor its agents or employees shall be liable for any loss or damage insured by the insurance policies required to be maintained under this Agreement; it being understood that: (i) Borrower shall look solely to its insurance company for the recovery of such additional amount loss or amounts as will compensate damage; (ii) such insurance company shall have no rights of subrogation against Lender or any of its agents or employees; and (iii) Borrower shall use its best efforts to procure from such insurance company a waiver of subrogation rights against Lender. If, however, such insurance policies do not provide for a waiver of subrogation rights against Lender (whether because such a waiver is unavailable or otherwise), then Borrower hereby agrees, to the extent permitted by law and to the extent not prohibited by such insurance policies, to waive its rights of recovery, if any, against Lender for and each of its agents and employees, whether resulting from any damage to the Facility, any liability claim in connection with the Facility or otherwise. If any such reductioninsurance policy shall prohibit Borrower from waiving such claims, then Borrower must obtain from such insurance company a waiver of subrogation rights against Lender.