Common use of Delivery of Policies, Payment of Premiums Clause in Contracts

Delivery of Policies, Payment of Premiums. (i) At the Lender’s option, all policies of Insurance shall either have attached thereto a lender’s loss payable endorsement for the benefit of Beneficiary in form satisfactory to the Lenders or shall name Beneficiary as an additional insured. At least (10) days prior to the expiration of each required policy, Trustor shall deliver to Beneficiary evidence reasonably satisfactory to the Lenders of the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in form as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten (10) days prior written notice to, and (other than a termination for non-payment) the consent of, the Lenders. (ii) In the event Trustor fails to provide, maintain, keep in force or deliver to Beneficiary the policies of insurance required by this Deed of Trust or by any Loan Document, Beneficiary may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s interest, and Trustor will pay all premiums thereon promptly upon demand by Beneficiary, and until such payment is made by Trustor, the amount of all such premiums shall bear interest at the Agreed Rate. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s option, all All policies of Insurance insurance shall either be issued by companies and in amounts in each company satisfactory to Beneficiary. All policies of insurance shall have attached thereto a lender’s loss payable endorsement for the benefit of Beneficiary in form satisfactory to Beneficiary. Trustor shall furnish Beneficiary with a certificate or an original copy of all policies of required insurance. If Beneficiary consents to Trustor providing any of the Lenders or required insurance through blanket policies carried by Trustor and covering more than one location, then Trustor shall furnish Beneficiary with a certificate of insurance for each such policy setting forth the coverage, the limits of liability, the name Beneficiary as an additional insuredof the carrier, the policy number, and the expiration date. At least thirty (1030) days prior to the expiration of each required such policy, Trustor shall deliver furnish Beneficiary with evidence satisfactory to Beneficiary evidence reasonably satisfactory to the Lenders of the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) premium and the re-issuance of such a policy continuing insurance in form force as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, that such policies will not be cancelled, allowed to lapse without renewal, surrendered canceled or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten fifteen (1015) days days’ prior written notice to, and (other than a termination for non-payment) the consent of, the Lenders. (ii) to Beneficiary. In the event Trustor fails to provide, maintain, keep in force or deliver and furnish to Beneficiary the policies of insurance required by this Deed of Trust or by any Loan DocumentSection, Beneficiary may (but shall have no obligation to) procure such insurance or single-single interest insurance for such risks covering Beneficiary’s interest, and Trustor will pay all premiums thereon promptly upon demand by Beneficiary, and until such payment is made by Trustor, the amount of all such premiums shall bear premiums, together with interest thereon at the Agreed Rate. (iii) At any time after a default under any Loan Documentrate provided in the Note, then upon request shall be secured by this Deed of Trust. If requested by Beneficiary, after an event of default, Trustor shall deposit with Beneficiary in monthly installments installments, an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to required by this Deed of Trust. In such event Trustor further agrees agrees, upon Beneficiary’s request, to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payabledocuments, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7l.05, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently be due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all timesl.05. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (ia) At All insurance policies shall be issued by insurance companies authorized to do business in the Lender’s optionState of Colorado and be approved by Beneficiary. The insurance companies must have a general policy rating of A- or better and a financial class of X or better by A.M. Best Company, all Inc. (b) All insurance policies of Insurance shall either have attached thereto a lender’s loss payable endorsement for the benefit of Beneficiary be issued and maintained in amounts, with deductibles, and in form satisfactory to Beneficiary in Beneficiary's reasonable judgment, and shall require not less than sixty (60) days' prior written notice to Beneficiary of any cancellation or change of coverage. All insurance policies maintained, or caused to be maintained, by Trustor with respect to the Lenders Mortgaged Property, except for public liability insurance, shall provide that each such policy shall be primary without right of contribution from any other insurance that may be carried by Trustor or Beneficiary and that all of the provisions thereof, except the limits of liability, shall name Beneficiary operate in the same manner as an additional if there were a separate policy covering each insured. At least (10) days prior If any insurer that has issued a policy of title, hazard, liability or other insurance required pursuant to this Deed of Trust or any other Loan Document to which Trustor is a party becomes insolvent or the expiration subject of each required policyany bankruptcy, receivership or similar proceeding, or if in Beneficiary's reasonable opinion the financial responsibility of such insurer is or becomes inadequate, Trustor shall shall, in each instance promptly upon the request of Beneficiary and at Trustor's expense, obtain and deliver to Beneficiary evidence reasonably satisfactory a like policy (or, if and to the Lenders extent permitted by Beneficiary, a certificate of insurance) issued by another insurer, which insurer and policy meet the requirements of this Deed of Trust or such other Loan Document, as the case may be. (c) Without limiting the discretion of Beneficiary with respect to required endorsements to insurance policies, all such policies for loss of or damage to the Mortgaged Property shall contain a standard mortgagee clause (without contribution) naming Beneficiary as mortgagee with loss proceeds payable to Beneficiary notwithstanding (i) any act, failure to act or negligence of or violation of any warranty, declaration or condition contained in any such policy by any named insured; (ii) the occupation or use of the renewal Mortgaged Property for purposes more hazardous than permitted by the terms of any such policy; (iii) any foreclosure or replacement other action by Beneficiary under the Loan Documents; or (andiv) any change in title to or ownership of the Mortgaged Property or any portion thereof, if payment is due such proceeds to be held for application as provided in the Loan Documents. (d) The original of each initial insurance policy or a copy of the original policy and a certificate of insurance shall be delivered to Beneficiary at the same time, evidence time of the payment execution of premium) of such policy continuing insurance in form as required by this Deed of Trust. At least , with premiums fully paid, and each renewal or substitute policy (10or certificate) days prior shall be delivered to the date when any premium on each such required policy is dueBeneficiary, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall contain a provision thatwith premiums fully paid, notwithstanding any contrary agreement between Trustor and the insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten (10) days prior written notice tobefore the termination of the policy it renews or replaces. Trustor shall pay all premiums on policies required hereunder as they become due and payable and promptly deliver to Beneficiary evidence satisfactory to Beneficiary of the timely payment thereof. If any loss occurs at any time when Trustor has failed to perform Trustor's covenants and agreements in this paragraph, Beneficiary shall nevertheless be entitled to the benefit of all insurance covering the loss and (other than a termination held by or for non-payment) Trustor, to the consent of, the Lenderssame extent as if it had been made payable to Beneficiary. (iie) In Upon any foreclosure hereof or transfer of title to the event Trustor fails to provide, maintain, keep Mortgaged Property in force or deliver to Beneficiary the policies of insurance required by this Deed of Trust or by any Loan Document, Beneficiary may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s interest, and Trustor will pay all premiums thereon promptly upon demand by Beneficiary, and until such payment is made by Trustor, the amount of all such premiums shall bear interest at the Agreed Rate. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) extinguishment of the estimated aggregate annual whole or any part of the Secured Obligations, all of Trustor's right, title and interest in and to the insurance premiums on policies referred to in this Section (including unearned premiums) and all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements proceeds payable thereunder shall thereupon vest in the purchaser at foreclosure or other documents relating such transferee, to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of extent permissible under such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereonpolicies.

Delivery of Policies, Payment of Premiums. (ia) At the Lender’s option, Mortgagee's option all policies of Insurance shall insurance must either have attached thereto a lender’s 's loss payable endorsement for the benefit of Beneficiary Mortgagee in form satisfactory to the Lenders Mortgagee or shall must name Beneficiary Mortgagee as an additional insuredinsured (in each case, in accordance with the requirements of the Loan Agreement). At least Mortgagee's option, Mortgagor shall furnish Mortgagee with an original of all policies of insurance required under Section 1.3 above or a certificate of insurance for each required policy setting forth the coverage, the limits of liability, the name of the carrier, the policy number and the period of coverage (10) and subject to any further requirements set forth in the Loan Agreement). If Mortgagee consents, Mortgagor may provide any of the required insurance through blanket policies carried by Mortgagor and covering more than one location, or by policies procured by a party holding under Mortgagor; provided, however, all such policies must be in form and substance and issued by companies reasonably satisfactory to Mortgagee. No less than 5 days prior to the expiration of each required policy, Trustor Mortgagor shall deliver to Beneficiary Mortgagee evidence reasonably satisfactory to the Lenders Mortgagee of the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in the form as required by this Deed Mortgage and payment of Trust. At least (10) premiums for any such policies within 10 days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment availability of such premiumsame. All such policies shall must contain a provision that, notwithstanding any contrary agreement between Trustor Mortgagor and the an insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amendedsurrender, which term shall include any reduction reduced in the scope or limits of coveragecoverage or otherwise materially amended, without at least ten thirty (1030) days days' prior written notice to, and (other than a termination for non-payment) the consent of, the Lendersto Mortgagee. (iib) In the event Trustor Mortgagor fails to provide, maintain, keep in force or deliver to Beneficiary Mortgagee the policies of insurance required by this Deed of Trust Mortgage or by any Loan Document, Beneficiary Mortgagee may (but shall have has no obligation to), following no less than five (5) business days prior written notice to Mortgagor, (provided such notice shall not be required if any policy could lapse), procure such insurance or single-interest insurance for such risks covering Beneficiary’s Mortgagee's interest, and Trustor Mortgagor will pay all premiums thereon promptly upon demand by BeneficiaryMortgagee, and until such payment is made by TrustorMortgagor, the amount of advanced by Mortgagee with respect to all such premiums shall will bear interest at the Agreed Default Rate. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (ia) Trustor shall maintain the insurance specified on Exhibit "B", attached hereto and made a part hereof, in full force and effect throughout the term of this Deed of Trust. At the Lender’s Beneficiary's option, all policies of Insurance shall insurance identified in Exhibit "B" must either have attached thereto a lender’s beneficiary's loss payable endorsement for the benefit of Beneficiary in form satisfactory to the Lenders Beneficiary or shall must name Beneficiary as an additional insuredinsured (in each case, in accordance with the requirements of Exhibit "B"). Trustor may provide any of the required insurance through blanket policies carried by Trustor and covering more than one location, or by policies procured by a party holding under Trustor; provided, however, all such policies must be in form and substance and issued by companies reasonably satisfactory to Beneficiary. At least thirty (1030) days prior to the expiration of each required policy, Trustor shall deliver to Beneficiary evidence reasonably satisfactory to Beneficiary of the Lenders payment of premium and the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in the form as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall must contain a provision that, notwithstanding any contrary agreement between Trustor and the an insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amendedsurrender, which term shall include any reduction reduced in the scope or limits of coveragecoverage or otherwise materially amended, without at least ten thirty (1030) days days' prior written notice to, and (other than a termination for non-payment) the consent of, the Lendersto Beneficiary. (iib) In the event Trustor fails to provide, maintain, keep in force or deliver to Beneficiary the policies of insurance required by this Deed of Trust or by any Loan DocumentTrust, Beneficiary may (but shall have has no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s 's interest, and Trustor will pay all premiums thereon promptly upon demand by Beneficiary, and until such payment is made by Trustor, the amount of advanced by Beneficiary with respect to all such premiums shall will bear interest at the Agreed Default Rate. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s option, all All policies of Insurance insurance shall either be issued by companies and in amounts in each company satisfactory to Mortgagee. All policies of insurance shall have attached thereto a lender’s 's loss payable payment endorsement for the benefit of Beneficiary Mortgagee in form satisfactory to Mortgagee. Mortgagor shall furnish Mortgagee with an original policy of all policies of required insurance. If Mortgagee consents to Mortgagor providing any of the Lenders or required insurance through blanket policies carried by Mortgagor and covering more than one location, then Mortgagor shall furnish Mortgagee with a certificate of insurance for each such policy setting forth the coverage, the limits of liability, the name Beneficiary as an additional insuredof the carrier, the policy number, and the expiration date. At least thirty (1030) days prior to the expiration of each required such policy, Trustor Mortgagor shall deliver to Beneficiary furnish Mortgagee with evidence reasonably satisfactory to the Lenders of the renewal or replacement (and, if payment is due at the same time, evidence Mortgagee of the payment of premium) premium and the reissuance of such a policy continuing insurance in form force as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premiumMortgage. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, that such policies will not be cancelled, allowed to lapse without renewal, surrendered canceled or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten thirty (1030) days prior written notice to, and (other than a termination for non-payment) the consent of, the Lenders. (ii) to Mortgagee. In the event Trustor Mortgagor fails to provide, maintain, keep in force or deliver and furnish to Beneficiary Mortgagee the policies of insurance required by this Deed of Trust or by any Loan DocumentSection, Beneficiary Mortgagee may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s Mortgagee's interest, and Trustor Mortgagor will pay all premiums thereon promptly upon demand by BeneficiaryMortgagee, and until such payment is made by Trustor, Mortgagor the amount of all such premiums shall bear together with interest thereon at the Agreed RateDefault Rate as hereinafter defined. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (ia) At the LenderCollateral Agent’s option, option all policies of Insurance shall insurance must either have attached thereto a lender’s loss payable endorsement for the benefit of Beneficiary Collateral Agent in form satisfactory to the Lenders Collateral Agent or shall must name Beneficiary Collateral Agent as an additional insured. At Collateral Agent’s option, Borrower shall furnish Collateral Agent with an original of all policies of insurance required under Section 1.3 above or a certificate of insurance for each required policy setting forth the coverage, the limits of liability, the name of the carrier, the policy number and the period of coverage. If Collateral Agent consents, Borrower may provide any of the required insurance through blanket policies carried by Borrower and covering more than one location, or by policies procured by a party holding under Borrower; provided, however, all such policies must be in form and substance and issued by companies reasonably satisfactory to Collateral Agent. At least thirty (1030) days prior to the expiration of each required policy, Trustor Borrower shall deliver to Beneficiary Collateral Agent evidence reasonably satisfactory to Collateral Agent of the Lenders payment of premium and the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in the form as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premiumMortgage. All such policies shall must contain a provision that, notwithstanding any contrary agreement between Trustor Borrower and the an insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amendedsurrender, which term shall include any reduction reduced in the scope or limits of coveragecoverage or otherwise materially amended, without at least ten thirty (1030) days days’ prior written notice to, and (other than a termination for non-payment) the consent of, the Lendersto Collateral Agent. (iib) In the event Trustor Borrower fails to provide, maintain, keep in force or deliver to Beneficiary Collateral Agent the policies of insurance required by this Deed of Trust Mortgage or by any Loan Transaction Document, Beneficiary Collateral Agent may (but shall have has no obligation to) procure such insurance or single-interest insurance for such risks covering BeneficiaryCollateral Agent’s interest, and Trustor Borrower will pay all premiums thereon promptly upon demand by BeneficiaryCollateral Agent, and until such payment is made by TrustorBorrower, the amount of advanced by Collateral Agent with respect to all such premiums shall will bear interest Interest at the Agreed Rate. rate set forth in the Debentures. After the occurrence of an event of default (iiias defined below) At any time after a (whether or not such event of default under any Loan Documentis subsequently cured), then upon request by BeneficiaryCollateral Agent, Trustor Borrower shall deposit with Beneficiary Collateral Agent an initial cash reserve in an amount equal to one-half (½) of the estimated aggregate annual insurance premiums on all policies of insurance required by this Mortgage and thereafter continue to deposit with Collateral Agent, in monthly installments installments, an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to required by this Deed of TrustMortgage. In such event Trustor Bxxxxxxx further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to BeneficiaryCollateral Agent. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor Borrower has deposited sufficient funds with Beneficiary Collateral Agent pursuant to this Section 2.71.4, Beneficiary Collateral Agent shall promptly timely pay such amounts as may be due thereunder out of the funds so deposited with BeneficiaryCollateral Agent. If at any time and for any reason the funds deposited with Beneficiary Collateral Agent are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary Collateral Agent shall notify Trustor Borrower and Trustor Borrower shall immediately deposit an amount equal to such deficiency with BeneficiaryCollateral Agent. Notwithstanding the foregoing, nothing contained herein shall will cause Beneficiary Collateral Agent to be deemed a trustee of said funds or to be obligated, obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary Collateral Agent pursuant to this Section 2.71.4, nor shall will anything contained herein modify the obligation of Trustor Borrower set forth in Section 2.5 1.3 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary Collateral Agent may commingle said reserve with its own funds and Trustor shall Borrower will be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (iA) At the Lender’s option, Grantee's option all policies of Insurance insurance shall either have attached thereto a lender’s 's loss payable endorsement for the benefit of Beneficiary Grantee, on behalf of and as Collateral Agent for the Lenders, in form satisfactory to the Lenders Grantee or shall name Beneficiary Grantee, on behalf of and as Collateral Agent for the Lenders, as an additional insured. Grantor shall furnish Grantee, on behalf of and as Collateral Agent for the Lenders, with an original of all policies of insurance required under SECTION 1.03 above or a certificate of insurance for each required policy setting forth the coverage, the limits of liability, the name of the carrier, the policy number and the period of coverage. Until such time as Grantee otherwise requests, Grantor may provide any of the required insurance through blanket policies carried by Grantor and covering more than one location, or by policies procured by a tenant or other party holding under Grantor; provided, however, all such policies shall be in form and substance and issued by companies reasonably satisfactory to Grantee. At least thirty (1030) days prior to the expiration of each required policy, Trustor Grantor shall deliver to Beneficiary Grantee, on behalf of and as Collateral Agent for the Lenders, evidence reasonably satisfactory to Grantee of the Lenders payment of premium and the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in form as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premiumSecurity Deed. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor Grantor and the insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten thirty (1030) days days' prior written notice to, and (other than a termination for non-payment) the consent of, the Lendersto Grantee. (iiB) In the event Trustor Grantor fails to provide, maintain, keep in force or deliver to Beneficiary Grantee, on behalf of and as Collateral Agent for the Lenders, the policies of insurance required by this Security Deed of Trust or by any Loan Document, Beneficiary may (but shall have no obligation to) Grantee may, upon written notice to Grantor, procure such insurance or single-interest insurance for such risks covering Beneficiary’s interestthe interest of Grantee, on behalf of and as Collateral Agent for the Lenders, and Trustor Grantor will pay all premiums thereon promptly upon demand by BeneficiaryGrantee, and until such payment is made by TrustorGrantor, the amount of all such premiums shall bear interest at the Agreed Rate. (iii) At any time after a default under any Loan Document. In the event Grantee, in its reasonable discretion, deems the Lenders insecure or under-collateralized, then upon request by BeneficiaryGrantee's request, Trustor Grantor shall deposit with Beneficiary Grantee, in monthly installments installments, an amount equal to one-twelfth (1/121/12th) of the reasonably estimated aggregate annual insurance premiums for the current policy year on all policies of insurance required by this Security Deed (funds deposited for such purpose shall hereinafter be referred to be maintained pursuant to this Deed of Trustas "INSURANCE IMPOUNDS"). In such event Trustor event, Grantor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to BeneficiaryGrantee. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor Grantor has deposited sufficient funds Insurance Impounds with Beneficiary Grantee pursuant to this Section 2.7SECTION 1.04, Beneficiary Grantee shall promptly timely pay such amounts as may be due thereunder out of the funds Insurance Impounds so deposited with BeneficiaryGrantee. If at any time and for any reason (other than the funds application by Grantee of Insurance Impounds against the Indebtedness as may be permitted hereby) the Insurance Impounds deposited with Beneficiary Grantee are or will be insufficient to pay such amounts as may be then or subsequently duedue during the current policy year, Beneficiary Grantee shall notify Trustor Grantor and Trustor Grantor shall immediately promptly deposit an amount equal to such deficiency with BeneficiaryGrantee. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary Grantee to be deemed a trustee of said funds for Grantor or to be obligated, obligated to pay any amounts in excess of the amount of funds the Insurance Impounds deposited with Beneficiary Grantee pursuant to this Section 2.7SECTION 1.04, nor shall anything contained herein modify the obligation of Trustor Grantor set forth in Section 2.5 SECTION 1.03 hereof to maintain and keep such insurance in force at all times. To Grantee shall establish a separate account for the extent permitted by law, Beneficiary Insurance Impounds and may not commingle said reserve Insurance Impounds with its own funds and Trustor funds, but Grantor shall be entitled to no interest thereon. Upon an Event of Default under any of the Loan Documents or this Security Deed, Grantee may apply the balance of the Insurance Impounds upon any Indebtedness or obligation secured hereby in such order as Grantee may determine, notwithstanding that said Indebtedness or the performance of said obligation may not yet be due according to the terms thereof. Should Grantor fail to deposit with Grantee (exclusive of that portion of said payments which has been applied by Grantee upon any Indebtedness or obligations secured hereby) sums sufficient to pay fully such insurance premiums at least fifteen (15) days before delinquency thereof, Grantee may, without any obligation to do so, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby, together with interest at the Agreed Rate, and shall be repayable to Grantee with interest thereon at the Agreed Rate, as Collateral Agent for the benefit and account of the Lenders, as herein elsewhere provided, or Grantee may, without making any advance whatever, apply any Insurance Impounds held by it upon any Indebtedness or obligation secured hereby in such order as Grantee may determine, notwithstanding that said Indebtedness or the performance of said obligation may not yet be due according to the terms thereof. Should any Event of Default (as defined in Sections 1.1 and 8 of the Credit Agreement) occur or exist on the part of the Grantor in the payment or performance of any of Grantor's or any guarantor's obligations under the terms of the Loan Documents, Grantee may apply any sums or amounts in its hands received pursuant to Section 1.04(B) or 1.08(E) hereof, or as Rents or otherwise, to any Indebtedness or obligation of the Grantor secured hereby in such manner and order as Grantee may determine, notwithstanding that such Indebtedness or the performance of such obligations may not yet be due according to the terms thereof. Except as expressly set forth herein, the receipt, use or application of any such Insurance Impounds paid by Grantor hereunder to Grantee, on behalf of and as Collateral Agent for the Lenders, shall not be construed to affect the maturity of any Indebtedness secured by this Security Deed or any of the rights or powers of Grantee or the Lenders under the terms of the Loan Documents or any of the obligations of Grantor or any guarantor under the Loan Documents. Should the indebtedness be paid and performed in full, all agreements to make further advances be terminated, and this security deed be cancelled and surrendered, then any remaining Insurance Impounds shall be repaid to Debtor without interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s 's option, Borrower shall furnish Lender with an original of all policies of Insurance insurance required under Section 1.03 above or a certificate of insurance for each required policy setting forth the coverage, the limits of liability, the deductibles, if any, the name of the carrier, the policy number, and the period of coverage, which certificates shall either have attached thereto be executed by authorized officials of the companies issuing such insurance, or by agents or attorneys-in-fact authorized to issue said certificates (in which event each such certificate shall be accompanied by a lender’s loss payable endorsement for notarized affidavit, agency agreement or power of attorney evidencing the benefit authority of Beneficiary the signatory to issue such certificate on behalf of the insurer named therein). If Lender consents, Borrower may provide any of the required insurance through blanket policies carried by Borrower and covering more than one location, or by policies procured by a tenant or other party holding under Borrower; provided, however, all such policies shall be in form and substance and issued by companies satisfactory to the Lenders or shall name Beneficiary as an additional insuredLender. At least thirty (1030) days prior to the expiration of each required policy, Trustor Borrower shall deliver to Beneficiary Lender evidence reasonably satisfactory to Lender of the Lenders payment of premium and the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in form as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor Borrower and the insurance company, such policies will not be cancelledcanceled, allowed to lapse without renewal, surrendered or materially amended, amended (which term shall include any reduction in the scope or limits of coverage, ) without at least ten thirty (1030) days day ' s prior written notice to, and (other than a termination for non-payment) the consent of, the Lenders. (ii) In the event Trustor fails to provide, maintain, keep in force or deliver to Beneficiary the policies of insurance required by this Deed of Trust or by any Loan Document, Beneficiary may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s interest, and Trustor will pay all premiums thereon promptly upon demand by Beneficiary, and until such payment is made by Trustor, the amount of all such premiums shall bear interest at the Agreed Rate. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.5

Delivery of Policies, Payment of Premiums. All policies of insurance required by this Agreement will be issued by companies and in amounts satisfactory to Lender. Without limiting Lender's discretion to approve insurers and coverages, such insurance companies must (i) At be financially sound and responsible insurance companies authorized to do business in the Lender’s optionState, all (ii) have an investment grade rating for claims paying ability assigned by one or more credit rating agencies approved by Lender and (iii) have a general policy rating of A- or better and a financial class of VIII or better as rated by A.M. Best Company, Inc. or a similar rating agency. 4.5.1 All policies of Insurance shall either have attached thereto insurance required by this Agreement will name Lender as an additional insured, and will include a lender’s mortgagee's loss payable endorsement, standard mortgagee clause or other noncontributory clause for the benefit of Lender, and waiver of subrogation endorsement for the benefit of Beneficiary Lender, all in form satisfactory to Lender. Borrower will furnish Lender with signed duplicate original policies or certified copies of all policies with respect to all required insurance coverage. If Lender consents to Borrower providing any of the Lenders or shall required insurance through blanket policies carried by Borrower and covering more than one location, Borrower will furnish Lender with a certificate of insurance (using Accord 27 Form as to all property insurance) for each such policy setting forth the coverage for the Property, the limits of liability, the name Beneficiary as an additional insuredof the insurer, the policy number and the expiration date together with a conforming copy of Borrower's blanket policy. At least thirty (1030) days prior to before the expiration of each required such policy, Trustor shall deliver to Beneficiary Borrower will furnish Lender with evidence reasonably satisfactory to the Lenders Lender of the renewal or replacement (and, if payment is due at the same time, evidence reissuance of the payment of premium) of such a policy continuing insurance in form force as required by this Deed of TrustAgreement. At least All policies required to be maintained pursuant to this Agreement will (10a) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably be in a form satisfactory to Beneficiary Lender; (b) be maintained in full force and effect, with premiums prepaid, as collateral security for payment of the payment of such premium. All such policies shall Indebtedness; (c) provide for all payments only to Lender, and (d) contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, that such policies will not be cancelled, allowed to lapse without renewal, surrendered canceled or materially amended, amended (which term shall include includes any reduction in the scope or limits of coverage, ) without at least ten thirty (1030) days prior written notice to, and (other than a termination for non-payment) the consent of, the Lendersto Lender. (ii) In the event Trustor 4.5.2 If Borrower fails at any time to provide, maintain, keep in force or deliver to Beneficiary Lender the policies of insurance required by this Deed of Trust or by any Loan DocumentAgreement, Beneficiary Lender may (but shall have no obligation to) procure such insurance or single-covering Lender's interest insurance for such risks covering Beneficiary’s interestand advance the premiums therefor, and Trustor Borrower will pay all premiums thereon or reimburse the cost of such insurance promptly upon demand by BeneficiaryLender's demand, and until such payment is made by Trustor, Borrower the amount of all such premiums shall bear Advances together with interest thereon at the Agreed Default Rate, will be secured by the Mortgage. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall 4.5.3 Borrower will deposit with Beneficiary Lender, in monthly installments on the day installments of principal and interest are due under the Note, an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance required by this Agreement (or such greater amount as Lender reasonably estimates will be needed to be maintained pursuant to this Deed make the next succeeding scheduled installment ratably deposited over the monthly installments due before the payment date of Trustsuch installment). In such event Trustor further agrees to Borrower will cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to BeneficiaryLender. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payabledocuments, and providing Trustor provided Borrower has deposited sufficient funds with Beneficiary Lender pursuant to this Section 2.74.5.3, Beneficiary shall promptly and provided that an Event of Default is not then existing, Lender will pay such amounts as may be due thereunder out of the funds so deposited with BeneficiaryLender. If at any time and for any reason the funds deposited with Beneficiary Lender are or will be insufficient to pay such amounts as may be then or subsequently be due, Beneficiary shall Lender will notify Trustor Borrower and Trustor shall Borrower will immediately deposit an amount equal to such deficiency with BeneficiaryLender. Notwithstanding the foregoing, nothing contained herein shall will cause Beneficiary Lender to be deemed a trustee of said funds or to be obligated, obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary Lender pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times4.5.3. To the extent permitted by law, Beneficiary Lender may commingle said reserve deposits with its own funds and Trustor shall Borrower will be entitled to no interest thereonon said funds. If Borrower fails to deposit with Lender sums sufficient (excluding any portion of said payments applied by Lender to the payment of the Indebtedness) to fully pay such premiums at least thirty (30) days before they are due, Lender may advance any amounts required to make up the deficiency, which Advance will be secured by the Mortgage, bear interest at the Default Rate and will be repayable to Lender immediately upon Lender's demand. Alternatively, Lender may, without making any Advance, apply any sums deposited by Borrower with Lender to pay such premiums.

Delivery of Policies, Payment of Premiums. (ia) At the Lender’s option, all All policies of Insurance insurance shall either have attached thereto a lender’s loss payable endorsement for the benefit of Beneficiary in form satisfactory to the Lenders Beneficiary or shall name Beneficiary as an additional insured, as required under the Loan Agreement. Trustor shall furnish Authority and Beneficiary with evidence of insurance issued by the applicable insurance company for each required policy setting forth the coverage, the limits of liability, the name of the carrier, the policy number and the period of coverage, and otherwise in form and substance as provided in the Loan Agreement. At least (10) 30 days prior to the expiration of each required policy, Trustor shall deliver to Beneficiary evidence reasonably satisfactory to Authority of the Lenders payment of premiums and the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in form as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, such policies will not be cancelledcanceled, terminated, allowed to lapse without renewal, surrendered or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten (10) days 30 days’ prior written notice to, and (other than a termination for non-payment) the consent of, the Lendersto Beneficiary. (iib) In the event Trustor fails to provide, maintain, keep in force or deliver to Beneficiary the policies of insurance required by this Deed of Trust or by any the Loan DocumentAgreement, Beneficiary Authority may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s interest, and . Trustor will pay all premiums thereon and reimburse Authority for all amounts paid or incurred by it in connection therewith promptly upon demand by BeneficiaryAuthority and, and until such payment and reimbursement is made by Trustor, the amount of all such premiums and amounts paid or incurred by Authority shall bear interest at be added to the Agreed Rate. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an principal amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with BeneficiaryLoan. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 1.3 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s option, That all policies of Insurance insurance shall either be issued by companies and in amounts in each company customarily maintained by companies engaged in business similar to that of the Mortgagor. All policies of insurance shall have attached thereto a lender’s 's loss payable endorsement for the benefit of Beneficiary Mortgagee in form satisfactory to Mortgagee. Mortgagor shall furnish Mortgagee with an original policy or certified copies of all policies of required insurance. If Mortgagee consents to Mortgagor providing any of the Lenders or required insurance through blanket policies carried by Mortgagor and covering more than one location, then Mortgagor shall furnish Mortgagee with a certificate of insurance for each such policy setting forth the coverage, the limits of liability, the name Beneficiary as an additional insuredof the carrier, the policy number, and the expiration date. At least Within ten (10) days prior to of the Mortgagee's receipt of a notice of cancellation or expiration of each required policyinsurance, Trustor Mortgagor shall deliver to Beneficiary furnish Mortgagee with evidence reasonably satisfactory to the Lenders of the renewal or replacement (and, if payment is due at the same time, evidence Mortgagee of the payment of premium) premium and the reissuance of such a policy continuing insurance in form force as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premiumMortgage. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, that such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amended, which term altered, changed or modified, nor shall include any reduction in coverage therein be reduced, deleted, amended, modified, changed or cancelled by either the scope party named as the insured, or limits of coverage, the insurance company issuing the policy without at least ten thirty (1030) days prior written notice to, and (other than a termination for non-payment) the consent of, the Lenders. (ii) to Mortgagee. In the event Trustor Mortgagor fails to provide, maintain, keep in force or deliver and furnish to Beneficiary Mortgagee the policies of insurance required by this Deed of Trust or by any Loan DocumentSection, Beneficiary Mortgagee may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s Mortgagee's interest, and Trustor Mortgagor will pay all premiums thereon promptly upon demand by BeneficiaryMortgagee, and until such payment is made by Trustor, Mortgagor the amount of all such premiums shall bear together with interest thereon at the Agreed Rate. highest default rate provided in the Notes, shall be secured by this Mortgage. After the occurrence of an event of default hereunder and at the request of Mortgagee, Mortgagor shall: (iiia) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary Mortgagee in monthly installments installments, an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to required by this Deed of Trust. In such event Trustor further agrees to Mortgage, and (b) cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to BeneficiaryMortgagee. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payabledocuments, and providing Trustor Mortgagor has deposited sufficient funds with Beneficiary Mortgagee pursuant to this Section 2.71.04, Beneficiary Mortgagee shall promptly pay such amounts as may be due thereunder out of the funds so deposited with BeneficiaryMortgagee. If at any time and for any reason the funds deposited with Beneficiary Mortgagee are or will be insufficient to pay such amounts as may be then or subsequently be due, Beneficiary Mortgagee shall notify Trustor Mortgagor and Trustor Mortgagor shall immediately deposit an amount equal to such deficiency with BeneficiaryMortgagee. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary Mortgagee to be deemed a trustee of said funds or to be obligated, obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary Mortgagee pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times1.04. To the extent permitted by law, Beneficiary Mortgagee may commingle said reserve with its own funds and Trustor Mortgagor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s option, That all policies of Insurance insurance required hereby shall either have attached thereto a lender’s loss payable endorsement for the benefit of Beneficiary be issued by companies and in form amounts in each company satisfactory to Mortgagee: (a) All policies of insurance required by the Lenders terms of this Mortgage shall contain an endorsement or agreement by the insurer that any loss shall be payable in accordance with the terms of such policy notwithstanding any act or negligence of Mortgagor which might otherwise result in forfeiture of said insurance and the further agreement of the insurer waiving all rights of set off, counterclaim or deductions against Mortgagor. All policies of insurance shall be subject to the approval of Mortgagee as to insurance companies, amounts, expiration dates, form and content and shall name Beneficiary Mortgagee as an additional insured. In furtherance and not in limitation of the foregoing, all such policies must have no less than an A.M. Best Company's Key Rating Guide Class A-VII category designation, and are to be obtained by Mortgagor and held by Mortgagee's correspondent, Holliday Fenoglio Fowler, L.P., or such other person as may be from xxxx xx xxxx xxxixxxxxx xx Xxrtgagee. All policies of insurance maintained by Mortgagor pursuant to clauses (a) and (d) of Section 2.03 shall contain the "replacement cost endorsement". All policies of insurance covering risks of physical loss shall provide the losses thereunder shall be payable to Mortgagee pursuant to a standard first mortgagee endorsement, without contribution, substantially equivalent to the New York Standard Mortgage Endorsement. At least thirty (1030) days prior to the expiration of each required policyany policy of insurance, Trustor Mortgagor shall deliver to Beneficiary furnish Mortgagee with evidence reasonably satisfactory to the Lenders of the renewal or replacement (and, if payment is due at the same time, evidence Mortgagee of the payment of premium) the premium for, and the reissuance of a policy continuing, such policy continuing insurance in form as is required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premiumMortgage. All such policies of insurance shall contain a waiver by the insurer of all rights of subrogation to any rights of Mortgagee and all rights of set-off, counterclaim or deduction against the insureds. All policies of insurance shall also contain a provision thatto the effect that any cancellation of or amendment to such insurance, notwithstanding any contrary agreement between Trustor and the insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amended, which term shall include including any reduction in the scope or limits of coverage, shall not be effective as to Mortgagee without at least ten thirty (1030) days days' prior written notice to, and (other than to Mortgagee. Mortgagor shall not take out separate insurance with respect to the Mortgaged Property concurrent in form or contributing in the event of loss with that required by this Mortgage unless the same shall contain a termination for standard non-payment) contributory lender's loss payable endorsement in favor of and in scope and form satisfactory to Mortgagee. The policy shall not carry a co-insurance clause or other clause limiting the consent of, the Lendersamount of coverage under any conditions. (iib) In the event Trustor Mortgagor fails to provide, maintain, keep in force or deliver and furnish to Beneficiary Mortgagee the policies of insurance required by Section 2.03 and by this Deed of Trust or by any Loan DocumentSection 2.04, Beneficiary Mortgagee may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s Mortgagee's interest, and Trustor Mortgagor will pay all premiums thereon promptly upon demand by BeneficiaryMortgagee, and until such payment is made by Trustor, Mortgagor the amount of all such premiums shall bear together with interest thereon at the Agreed RateDefault Rate set forth in the Note shall be evidenced by the Note, shall be immediately due and payable and shall be secured by this Mortgage. (iiic) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor Mortgagor shall deposit with Beneficiary in pay to Mortgagee on the day monthly installments of principal and interest are due under the Note, until the Note is paid in full, an amount equal to one-twelfth (1/121/12th) of the estimated aggregate annual insurance premiums on all policies of insurance to required by this Mortgage. Such sums shall be maintained pursuant to this Deed of Trustheld in escrow by Holliday Fenoglio Fowler, L.P., or such other person as may be from xxxx xx xxxx xxxixxxxxx xx Xxrtgagee. In such event Trustor Mortgagor further agrees agrees, upon Mortgagee's request, to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to BeneficiaryMortgagee at least thirty (30) days prior to the expiration or termination date thereof. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payabledocuments, and providing Trustor provided Mortgagor has deposited sufficient funds with Beneficiary Mortgagee pursuant to this Section 2.72.04, Beneficiary Mortgagee shall promptly pay such amounts as may be due thereunder out of the funds so deposited with BeneficiaryMortgagee. If at any time and for any reason the funds deposited with Beneficiary Mortgagee are or will be insufficient to pay such amounts as may be then or subsequently be due, Beneficiary Mortgagee shall notify Trustor Mortgagor and Trustor Mortgagor shall immediately deposit an amount equal to such deficiency with BeneficiaryMortgagee. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds Funds deposited with Beneficiary Mortgagee pursuant to this Section 2.72.04 in an account or accounts designated for such deposits may be commingled by Mortgagee with similar deposits by other mortgagors and, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by lawapplicable Law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereonnot bear interest.

Delivery of Policies, Payment of Premiums. (ia) At the Lender’s option, 's option all policies of Insurance shall insurance must either have attached thereto a lender’s 's loss payable endorsement for the benefit of Beneficiary Lender in form satisfactory to the Lenders Lender or shall must name Beneficiary Lender as an additional insuredinsured (in each case, in accordance with the requirements of the Loan Agreement). At Lender's option, Borrower shall furnish Lender with an original of all policies of insurance required under Section 1.3 above or a certificate of insurance for each required policy setting forth the coverage, the limits of liability, the name of the carrier, the policy number and the period of coverage (and subject to any further requirements set forth in the Loan Agreement). If Lender consents, Borrower may provide any of the required insurance through blanket policies carried by Borrower and covering more than one location, or by policies procured by a party holding under Borrower; provided, however, all such policies must be in form and substance and issued by companies reasonably satisfactory to Lender. At least ten (10) days prior to the expiration of each required policy, Trustor Borrower shall deliver to Beneficiary Lender evidence reasonably satisfactory to Lender of the Lenders payment of premium and the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in the form as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall must contain a provision that, notwithstanding any contrary agreement between Trustor Borrower and the an insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amendedsurrender, which term shall include any reduction reduced in the scope or limits of coveragecoverage or otherwise materially amended, without at least ten thirty (1030) days days' prior written notice to, and (other than a termination for non-payment) the consent of, the Lendersto Lender. (iib) In the event Trustor Borrower fails to provide, maintain, keep in force or deliver to Beneficiary Lender the policies of insurance required by this Deed of Trust or by any Loan Document, Beneficiary Lender may (but shall have has no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s Lender's interest, and Trustor Borrower will pay all premiums thereon promptly upon demand by BeneficiaryLender, and until such payment is made by TrustorBorrower, the amount of advanced by Lender with respect to all such premiums shall will bear interest at the Agreed Interest Rate and if not paid within ten (10) days of demand therefor, at the Default Rate. . After the occurrence of an Event of Default (iiias defined below) At any time after a default under any Loan Document(whether or not such Event of Default is subsequently cured), then upon request by BeneficiaryLender, Trustor Borrower shall deposit with Beneficiary Lender an initial cash reserve in an amount equal to one-half (½) of the estimated aggregate annual insurance premiums on all policies of insurance required by this Deed of Trust and thereafter continue to deposit with Lender, in monthly installments installments, an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to required by this Deed of Trust. In such event Trustor Borrower further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to BeneficiaryLender. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor Borrower has deposited sufficient funds with Beneficiary Lender pursuant to this Section 2.71.4, Beneficiary Lender shall promptly timely pay such amounts as may be due thereunder out of the funds so deposited with BeneficiaryLender. If at any time and for any reason the funds deposited with Beneficiary Lender are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary Lender shall notify Trustor Borrower and Trustor Borrower shall immediately deposit an amount equal to such deficiency with BeneficiaryLender. Notwithstanding the foregoing, nothing contained herein shall will cause Beneficiary Lender to be deemed a trustee of said funds or to be obligated, obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary Lender pursuant to this Section 2.71.4, nor shall will anything contained herein modify the obligation of Trustor Borrower set forth in Section 2.5 1.3 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary Lender may commingle said reserve with its own funds and Trustor shall Borrower will be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s option, That all policies of Insurance insurance shall either be issued by companies and in amounts satisfactory to Beneficiary. All policies of insurance shall have attached thereto a lender’s 's loss payable endorsement for the benefit of Beneficiary in a form satisfactory to Beneficiary. Grantor shall furnish Beneficiary with a duplicate original of all required insurance policies. If Beneficiary consents to Grantor providing any of the Lenders or required insurance through blanket policies carried by Grantor and covering more than one (1) property, then Grantor shall furnish Beneficiary with a certificate of insurance for each such policy setting forth the coverage, the limits of liability, the name Beneficiary as an additional insuredof the carrier, the policy number, and the expiration date. At least thirty (1030) days prior to the expiration of each required such policy, Trustor Grantor shall deliver furnish Beneficiary with evidence satisfactory to Beneficiary evidence reasonably satisfactory to the Lenders of the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) premium and the re-issuance of such a policy continuing insurance in form force as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, that such policies will not be cancelled, allowed to lapse without renewal, surrendered cancelled or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten thirty (1030) days days' prior written notice to, and (other than a termination for non-payment) the consent of, the Lenders. (ii) to Beneficiary. In the event Trustor Grantor fails to provide, maintain, keep in force force, or deliver and furnish to Beneficiary the policies of insurance required by this Deed of Trust or by any Loan Documentsection, Beneficiary may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s 's interest, and Trustor Grantor will pay all premiums thereon promptly upon demand by BeneficiaryBeneficiary and, and until such payment is made by TrustorGrantor, the amount of all such premiums shall bear premiums, together with interest thereon at the Agreed Rate. (iii) At any time after a default under any Loan DocumentGuarantied Obligations rate, then upon request shall be secured by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s option, all All policies of Insurance insurance shall either be issued by companies and in amounts in each company consistent with past practice. All policies of insurance shall have attached thereto a the standard non-contributory mortgagee endorsement or lender’s 's loss payable endorsement endorsement, as appropriate, for the benefit of Beneficiary Mortgagee satisfactory to Mortgagee in form satisfactory to the Lenders or and substance. Mortgagor shall name Beneficiary as furnish Mortgagee with an additional insuredoriginal policy of all policies of required insurance. At least thirty (1030) days prior to the expiration of each required such policy, Trustor Mortgagor shall deliver to Beneficiary furnish Mortgagee with evidence reasonably satisfactory to the Lenders of the renewal or replacement (and, if payment is due at the same time, evidence Mortgagee of the payment of premium) premium and the reissuance of such a policy continuing insurance in form force as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premiumMortgage. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, that such policies will shall not be cancelled, allowed to lapse without renewal, surrendered canceled or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten thirty (1030) days days' prior written notice to, and (other than a termination for non-payment) the consent of, the Lenders. (ii) In the event Trustor to Mortgagee. If Mortgagor fails to provide, maintain, keep in force or deliver and furnish to Beneficiary Mortgagee the policies of insurance required by this Deed of Trust or by any Loan DocumentArticle I, Beneficiary Mortgagee may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s Mortgagee's interest, and Trustor will Mortgagor shall pay all premiums thereon promptly upon demand by BeneficiaryMortgagee, and until such payment is made by TrustorMortgagor, the amount of all such premiums shall bear together with interest thereon at the Agreed Rate. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor Default Rate shall be entitled to no interest thereonsecured by the Mortgage.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s option, all All policies of Insurance insurance shall either be issued by companies and in amounts in each company satisfactory to the Beneficiary in its sole discretion. All policies of insurance [except for that required in Section 1.03(b)] shall have attached thereto a lender’s 's loss payable endorsement for the benefit of the Beneficiary in a form satisfactory to the Lenders Beneficiary. The grantor shall provide to the Beneficiary certificates of insurance with respect to the policies required hereunder. If requested by the Beneficiary, the Grantor shall furnish the Beneficiary with an original policy of all policies of required insurance or certified copies of such policies. If the Beneficiary consents to the Grantor providing any of the required insurance through blanket policies R#0202455.04 BK 1063 PG 347 carried by the Grantor and covering more than one location, then the Grantor shall furnish the Beneficiary with a certificate of insurance for each such policy setting forth the coverage, the limits of liability as to the Trust Estate, the name Beneficiary as an additional insuredof the carrier, the policy number, and the expiration date. At least fifteen (1015) days prior to the expiration of each required such policy, Trustor the Grantor shall deliver to furnish the Beneficiary with evidence reasonably satisfactory to the Lenders Beneficiary of the renewal or replacement (and, if payment is due at the same time, evidence reissuance of the payment continuation of premium) of such a policy continuing insurance in form force as required by this Deed of Trust. At least (10) days The Grantor shall pay al insurance premiums promptly as billed by the issuing insurance companies, and in any event prior to delinquency; and the date when any premium on each such required policy is due, Trustor Grantor shall deliver furnish the Beneficiary with evidence satisfactory to the Lenders evidence reasonably satisfactory to Beneficiary of the timely payment of such premiuminsurance premiums. All To the extent such endorsements can be generally obtained from insurance companies, all such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, that such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amended, which term shall include canceled including any reduction in the scope or limits of coverage, ) without at least ten thirty (1030) days prior written notice to, and (other than a termination for non-payment) to the consent of, the Lenders. (ii) Beneficiary. In the event Trustor the Grantor fails to provide, maintain, keep in force or deliver and furnish to the Beneficiary the policies polices of insurance required by this Deed of Trust or by any Loan DocumentTrust, the Beneficiary may (but shall have no obligation to) procure such insurance or single-single- interest insurance for such risks covering the Beneficiary’s 's interest, and Trustor . The Grantor will pay all premiums thereon promptly upon demand by the Beneficiary, and until . Until the Grantor makes such payment is made by Trustorpayment, the amount of all such premiums shall bear premiums, together with interest thereon at the Agreed Default Rate. (iii) At any time after a default under any Loan Document, then upon shall be secured by this Deed of Trust. Upon written request by the Beneficiary, Trustor the Grantor shall deposit with an escrow agent selected by the Beneficiary (such party being hereinafter referred to as the "Escrow Agent") in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to required by this Deed of TrustTrust in order to accumulate sufficient funds to pay such premiums 30 days prior to their due date. In such event Trustor case, should the Grantor fail to deposit sums sufficient to fully pay such insurance premiums at least thirty (30) days before delinquency thereof, the Beneficiary may, at the Beneficiary's election (but shall not be obligated to), advance any amounts required to make up the deficiency. Such advances, if any, shall be secured hereby and, together with interest thereon, shall be repayable to the Beneficiary in like manner as herein elsewhere provided for the repayment on sums advanced by the Beneficiary to pay insurance premiums. At the option of the Beneficiary, if the Grantor has failed to deposit sufficient funds to fully pay such insurance, the Beneficiary instead may, without making any advance whatever, apply any sums held by the Escrow Agent upon any obligation of the Grantor secured hereby following the occurrence of an Event of Default. Should any Event of Default (as hereinafter defined) occur or exist on the part of the Grantor in the payment or performance of any of the Grantor's obligations under the terms of the Loan Instruments, the Beneficiary may apply any sums or amounts in its hands received as rents or income of the Trust Estate, or otherwise, upon any indebtedness or obligation of the Grantor secured hereby in such manner and order as the Beneficiary may elect. The receipt, use or application of any such sums paid by the Grantor to the Escrow Agent hereunder shall not be construed to affect the maturity of any indebtedness secured by this Deed of Trust or any of the rights or powers of the Beneficiary or the Trustee under the terms of the Loan Instruments or any of the obligations of the Grantor. The Grantor further agrees agrees, upon the Beneficiary's request, to cause originals or true and complete copies of all bills, statements or and other documents relating to the foregoing insurance premiums to be sent or mailed directly to the Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payabledocuments, and providing Trustor provided the Grantor has deposited sufficient funds with Beneficiary pursuant to this Section 2.71.04, Beneficiary the Escrow Agent, upon instructions from the Beneficiary, shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiarydeposited. If at any time and for any reason the such funds deposited with Beneficiary are or will be insufficient to R#0202455.04 BK 1063 PG 348 pay such amounts as may be then or subsequently be due, the Beneficiary shall so notify Trustor the Grantor, and Trustor the Grantor shall immediately deposit an amount equal to such deficiency with Beneficiarythe Escrow Agent. Notwithstanding the foregoing, nothing contained herein shall cause the Beneficiary or the Escrow Agent to be deemed a trustee of said funds or to be obligated, obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary the Escrow Agent pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times1.04. To the extent permitted by law, Beneficiary The Escrow Agent may commingle said the reserve with its own funds funds, and Trustor the Grantor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the LenderBeneficiary’s option, Trustor shall furnish Beneficiary with an original of all policies of Insurance insurance required under Section 2.3 and/or a certificate of insurance for each required policy setting forth the coverage, the limits of liability, the deductibles, if any, the name of the carrier, the policy number, and the period of coverage, which certificates shall either have attached thereto be executed by authorized officials of the companies issuing such insurance, or by agents or attorneys-in-fact authorized to issue said certificates (in which event each such certificate shall be accompanied by a lender’s loss payable endorsement for notarized affidavit, agency agreement or power of attorney evidencing the benefit authority of the signatory to issue such certificate on behalf of the insurer named therein). If Beneficiary consents, Trustor may provide any of the required insurance through blanket policies carried by Trustor and covering more than one location, or by policies procured by a tenant or other party holding under Trustor; provided, however, all such policies shall be in form form, substance and amounts and issued by companies reasonably satisfactory to the Lenders or shall name Beneficiary Beneficiary. As soon as an additional insured. At least (10) days practicable, but in any event prior to the expiration of each required policy, Trustor shall deliver to Beneficiary evidence reasonably satisfactory to Beneficiary of the Lenders payment of premium and the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in form as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amended, amended (which term shall include any reduction in the scope or limits of coverage, ) without at least ten thirty (1030) days days’ prior written notice to, and (other than a termination for non-payment) the consent of, the Lenders. (ii) In the event to Beneficiary. If Trustor fails to provide, maintain, keep in force or deliver to Beneficiary the policies of insurance required by this Deed of Trust or by any of the Loan DocumentDocuments, Beneficiary may (but shall have no obligation to) procure such insurance insurance, or single-single interest insurance for such risks covering Beneficiary’s interestinterests, and Trustor will shall pay all premiums thereon therefor promptly upon demand by Beneficiary, ; and until such payment is made by Trustor, the amount of all such premiums shall bear premiums, together with interest thereon at the Agreed Default Rate. (iii) At any time after a default , as that term is defined under any the Loan DocumentAgreement, then upon request shall be secured by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s Beneficiary's option, all policies of Insurance insurance shall either have attached thereto a lender’s 's loss payable endorsement for the benefit of Beneficiary in form satisfactory to the Lenders Beneficiary or shall name Beneficiary as an additional insured. At least (10) days prior to the expiration of each required policy, Trustor shall deliver to Beneficiary evidence reasonably satisfactory to the Lenders Beneficiary of the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in form as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders Beneficiary evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten (10) days prior written notice to, and (other than a termination for non-payment) the consent of, the LendersBeneficiary. (ii) In the event Trustor fails to provide, maintain, keep in force or deliver to Beneficiary the policies of insurance required by this Deed of Trust or by any Loan Document, Beneficiary may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s 's interest, and Trustor will pay all premiums thereon promptly upon demand by Beneficiary, and until such payment is made by Trustor, the amount of all such premiums shall bear interest at the Agreed Rate. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-one- twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section SECTION 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section SECTION 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section SECTION 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s option, all All policies of Insurance insurance required by the terms of this Mortgage shall either have attached thereto a lender’s loss payable endorsement for the benefit of Beneficiary be issued by companies and in form amounts satisfactory to Mortgagee. (a) Mortgagor shall furnish Mortgagee with a signed duplicate original policy with respect to all required insurance coverage. If Mortgagee shall in its discretion consent to Mortgagor providing any of the Lenders or required insurance through blanket policies carried by Mortgagor and covering more than one location, Mortgagor shall furnish Mortgagee with a certificate of insurance for each such policy setting forth the coverage, the limits of liability, the name Beneficiary as an additional insuredof the carrier, the policy number and the expiration date. At least thirty (1030) days prior to the expiration of each required such policy, Trustor Mortgagor shall deliver to Beneficiary furnish Mortgagee with evidence reasonably satisfactory to the Lenders of the renewal or replacement (and, if payment is due at the same time, evidence Mortgagee of the payment of premium) premium and the reissuance of such a policy continuing insurance in form force as required by this Deed of TrustMortgage. At least (10) days prior All policies required to the date when any premium on each such required policy is due, Trustor be maintained pursuant to this Mortgage shall deliver to the Lenders evidence reasonably be in form satisfactory to Beneficiary Mortgagee; shall be maintained in full force and effect; shall be assigned and delivered to Mortgagee, with premiums prepaid, as collateral security for payment of the payment of such premium. All such policies indebtedness secured hereby; and shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, that such policies will not be cancelled, allowed to lapse without renewal, surrendered cancelled or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten thirty (1030) days prior written notice to, and (other than a termination for non-payment) the consent of, the Lendersto Mortgagee. (ii) In the event Trustor fails to provide, maintain, keep in force or deliver to Beneficiary the policies of insurance required by this Deed of Trust or by any Loan Document, Beneficiary may (but shall have no obligation to) procure such insurance or single-interest insurance for such risks covering Beneficiary’s interest, and Trustor will pay all premiums thereon promptly upon demand by Beneficiary, and until such payment is made by Trustor, the amount of all such premiums shall bear interest at the Agreed Rate. (iii) At any time after a default under any Loan Document, then upon request by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (i) At the Lender’s option, all All policies of Insurance insurance shall either be issued by companies and in amounts in each company satisfactory to the Beneficiary. All policies of insurance shall have attached thereto a lender’s 's loss payable endorsement for the benefit of the Beneficiary in form satisfactory to the Lenders or Beneficiary, including, without limitation, any contribution clause. The Grantors shall furnish the Beneficiary with an original policy of all required policies of insurance. If the Beneficiary consents to the Grantors providing any of the required insurance through blanket policies carried by the Grantors and covering more than one location, then the Grantors shall furnish the Beneficiary with a certificate of insurance for such policy setting forth the coverage, the limits of liability, the name Beneficiary as an additional insuredof the carrier, the policy number, and the expiration date. At least fifteen (1015) days prior to the expiration of each required policy, Trustor such policy the Grantors shall deliver to furnish the Beneficiary with evidence reasonably satisfactory to the Lenders of the renewal or replacement (and, if payment is due at the same time, evidence Beneficiary of the payment of premium) premium and the reissuance of such a policy continuing insurance in form force as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall contain a provision that, notwithstanding any contrary agreement between Trustor and the insurance company, that such policies will not be cancelled, allowed to lapse without renewal, surrendered cancelled or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least ten thirty (1030) days prior written notice to, and (other than a termination for non-payment) of the consent of, the Lenders. (ii) Beneficiary. In the event Trustor fails the Grantors fail to provide, maintain, keep in force force, or deliver and furnish to the Beneficiary any of the policies of insurance required by this Deed the Security Instruments, the Beneficiary, without waiving or releasing any obligations, defaults or Events of Trust or Default by any Loan DocumentGrantor, Beneficiary may (but shall have be under no obligation toto do so) procure and maintain such insurance or single-interest insurance for such risks covering the Beneficiary’s interest's interest and take any other action with respect thereto which Beneficiary deems advisable, and Trustor the Grantors will pay all premiums thereon promptly upon demand by the Beneficiary, and until such payment is made by Trustorthe Grantors, the amount of all such premiums shall bear together with interest thereon at the Agreed Rate. (iii) At any time after a default under any Loan Document, then upon request rate hereinafter defined shall be secured by Beneficiary, Trustor shall deposit with Beneficiary in monthly installments an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to this Deed of Trust. In such event Trustor further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor has deposited sufficient funds with Beneficiary pursuant to this Section 2.7, Beneficiary shall promptly pay such amounts as may be due thereunder out of the funds so deposited with Beneficiary. If at any time and for any reason the funds deposited with Beneficiary are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of said funds or to be obligated, to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 2.7, nor shall anything contained herein modify the obligation of Trustor set forth in Section 2.5 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary may commingle said reserve with its own funds and Trustor shall be entitled to no interest thereon.

Delivery of Policies, Payment of Premiums. (ia) At the LenderCollateral Agent’s option, option all policies of Insurance shall insurance must either have attached thereto a lender’s loss payable endorsement for the benefit of Beneficiary Collateral Agent in form satisfactory to the Lenders Collateral Agent or shall must name Beneficiary Collateral Agent as an additional insured. At Collateral Agent’s option, Borrower shall furnish Collateral Agent with an original of all policies of insurance required under Section 1.3 above or a certificate of insurance for each required policy setting forth the coverage, the limits of liability, the name of the carrier, the policy number and the period of coverage. If Collateral Agent consents, Borrower may provide any of the required insurance through blanket policies carried by Borrower and covering more than one location, or by policies procured by a party holding under Borrower; provided, however, all such policies must be in form and substance and issued by companies reasonably satisfactory to Collateral Agent. At least thirty (1030) days prior to the expiration of each required policy, Trustor Borrower shall deliver to Beneficiary Collateral Agent evidence reasonably satisfactory to Collateral Agent of the Lenders payment of premium and the renewal or replacement (and, if payment is due at the same time, evidence of the payment of premium) of such policy continuing insurance in the form as required by this Deed of Trust. At least (10) days prior to the date when any premium on each such required policy is due, Trustor shall deliver to the Lenders evidence reasonably satisfactory to Beneficiary of the payment of such premium. All such policies shall must contain a provision that, notwithstanding any contrary agreement between Trustor Borrower and the an insurance company, such policies will not be cancelled, allowed to lapse without renewal, surrendered or materially amendedsurrender, which term shall include any reduction reduced in the scope or limits of coveragecoverage or otherwise materially amended, without at least ten thirty (1030) days days’ prior written notice to, and (other than a termination for non-payment) the consent of, the Lendersto Collateral Agent. (iib) In the event Trustor Borrower fails to provide, maintain, keep in force or deliver to Beneficiary Collateral Agent the policies of insurance required by this Deed of Trust or by any Loan Transaction Document, Beneficiary Collateral Agent may (but shall have has no obligation to) procure such insurance or single-interest insurance for such risks covering BeneficiaryCollateral Agent’s interest, and Trustor Borrower will pay all premiums thereon promptly upon demand by BeneficiaryCollateral Agent, and until such payment is made by TrustorBorrower, the amount of advanced by Collateral Agent with respect to all such premiums shall will bear interest Interest at the Agreed Rate. rate set forth in the Debentures. After the occurrence of an event of default (iiias defined below) At any time after a (whether or not such event of default under any Loan Documentis subsequently cured), then upon request by BeneficiaryCollateral Agent, Trustor Borrower shall deposit with Beneficiary Collateral Agent an initial cash reserve in an amount equal to one-half (½) of the estimated aggregate annual insurance premiums on all policies of insurance required by this Deed of Trust and thereafter continue to deposit with Collateral Agent, in monthly installments installments, an amount equal to one-twelfth (1/12) of the estimated aggregate annual insurance premiums on all policies of insurance to be maintained pursuant to required by this Deed of Trust. In such event Trustor Bxxxxxxx further agrees to cause all bills, statements or other documents relating to the foregoing insurance premiums to be sent or mailed directly to BeneficiaryCollateral Agent. Upon receipt of such bills, statements or other documents evidencing that a premium for a required policy is then payable, and providing Trustor Borrower has deposited sufficient funds with Beneficiary Collateral Agent pursuant to this Section 2.71.4, Beneficiary Collateral Agent shall promptly timely pay such amounts as may be due thereunder out of the funds so deposited with BeneficiaryCollateral Agent. If at any time and for any reason the funds deposited with Beneficiary Collateral Agent are or will be insufficient to pay such amounts as may be then or subsequently due, Beneficiary Collateral Agent shall notify Trustor Borrower and Trustor Borrower shall immediately deposit an amount equal to such deficiency with BeneficiaryCollateral Agent. Notwithstanding the foregoing, nothing contained herein shall will cause Beneficiary Collateral Agent to be deemed a trustee of said funds or to be obligated, obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary Collateral Agent pursuant to this Section 2.71.4, nor shall will anything contained herein modify the obligation of Trustor Borrower set forth in Section 2.5 1.3 hereof to maintain and keep such insurance in force at all times. To the extent permitted by law, Beneficiary Collateral Agent may commingle said reserve with its own funds and Trustor shall Borrower will be entitled to no interest thereon.