Common use of Disbursement of Insurance Proceeds Clause in Contracts

Disbursement of Insurance Proceeds. (a) If Mortgagee receives the insurance proceeds of an Insured Casualty (other than a Material Casualty Event), directly or as provided in Section 5 above, and such proceeds exceed $1,500,000 individually or in the aggregate such proceeds shall be (a) deposited and held in a blocked account that is a deposit account subject to a Deposit Account Control Agreement, in which Mortgagee holds a first priority security interest, subject, as to priority, only to non-consensual liens permitted under Section 6.02 of the Credit Agreement arising, and entitled to priority, by operation of law (a “Deposit Account”), and (b) disbursed from such Deposit Account at the written direction of the Mortgagee from time to time, pursuant to a construction escrow established with a title insurance company reasonably acceptable to Mortgagee, upon Mortgagee being furnished with (i) satisfactory evidence of the cost and time of completion of restoration, repair, replacement and rebuilding, (ii) funds sufficient, in addition to the proceeds of insurance, to complete the proposed restoration, repair, replacement and rebuilding, and (iii) such architect’s certificates, waivers of lien, contractor’s sworn statements and other evidences of cost and payment as Mortgagee may reasonably require and approve; provided that Mortgagee shall have the right to retain, at Mortgagor’s sole expense, a construction monitor (a “Construction Monitor”) reasonably satisfactory to Mortgagee in connection with Section 5, this Section 6 or Section 7. No payment made prior to the final completion of the restoration, repair, replacement or rebuilding shall exceed ninety percent (90%) of the value of the labor and material for work performed from time to time. Funds other than proceeds of insurance shall be disbursed prior to disbursement of insurance proceeds. At all times the undisbursed balance of the insurance proceeds held by Mortgagee, together with funds deposited or irrevocably committed to the satisfaction of Mortgagee by or on behalf of Mortgagor for the purpose, shall be at least sufficient, in the reasonable judgment of Mortgagee, to pay for the cost of completing the restoration, repair, replacement or rebuilding the Premises, free and clear of all liens or claims for liens. The interest earned on amounts in the Deposit Account shall inure to the benefit of, and any taxes payable with respect thereto shall be payable by, Mortgagor. Mortgagor shall pay all costs in connection with disbursement of funds pursuant to this Section 6(a).

Disbursement of Insurance Proceeds. (a) If Mortgagee receives the All property insurance proceeds recovered on account of an Insured Casualty damage or destruction of the Improvements (other than a Material Casualty Event), directly or as provided in Section 5 above, and such proceeds exceed $1,500,000 individually or in the aggregate such proceeds "Proceeds") shall be (a) deposited applied to the payment of the cost of repairing and held replacing the Improvements; provided however, if this Lease is terminated pursuant to Section 9.2.3 below, the Proceeds shall be disbursed in a blocked account accordance with Section 9.2.3. Except for reconstruction that is a deposit account subject to a Deposit Account Control Agreement, in which Mortgagee holds a first priority security interest, subject, as to priority, only to non-consensual liens permitted under Section 6.02 of the Credit Agreement arising, and entitled to priority, by operation of law estimated (a “Deposit Account”), and (b) disbursed from such Deposit Account at the written direction of the Mortgagee from time to time, pursuant to a construction escrow established written estimate obtained by Tenant and acceptable to Landlord in its reasonable discretion) to cost less than Five Hundred Thousand and No/100 Dollars ($500,000.00), all Proceeds shall be deposited with a title insurance company depository reasonably acceptable to Landlord, Tenant and the Leasehold Mortgagee, upon Mortgagee being furnished if applicable (the "Depository"). If the Proceeds are insufficient to cover the anticipated cost of reconstruction, Tenant shall deposit with the Depository before the commencement of reconstruction funds in the amount of such deficiency (i"Tenant’s Funds"). The Depository shall disburse the Proceeds and Tenant’s Funds during the course of reconstruction in accordance with customary construction disbursement standards, including a ten percent (10%) satisfactory evidence retention. If, after the reconstruction has been completed in accordance with the terms of this Lease, there are remaining funds held by the Depository, then such funds (after deducting the fees and expenses of the cost and time of completion of restoration, repair, replacement and rebuilding, (iiDepository) funds sufficient, in addition to the proceeds of insurance, to complete the proposed restoration, repair, replacement and rebuilding, and (iii) such architect’s certificates, waivers of lien, contractor’s sworn statements and other evidences of cost and payment as Mortgagee may reasonably require and approve; provided that Mortgagee shall have the right to retain, at Mortgagor’s sole expense, a construction monitor (a “Construction Monitor”) reasonably satisfactory to Mortgagee in connection with Section 5, this Section 6 or Section 7. No payment made prior to the final completion of the restoration, repair, replacement or rebuilding shall exceed ninety percent (90%) of the value of the labor and material for work performed from time to time. Funds other than proceeds of insurance shall be disbursed prior delivered to disbursement of insurance proceedsTenant, or if a Leasehold Mortgage exists, then to such Leasehold Mortgagee. At all times the undisbursed balance of the insurance proceeds held by Mortgagee, together with If there are not sufficient funds deposited or irrevocably committed to the satisfaction of Mortgagee by or on behalf of Mortgagor for the purpose, shall be at least sufficient, in the reasonable judgment of Mortgagee, remaining to pay for the cost Depository’s fees and expenses, Tenant shall be responsible for the payment of completing the restoration, repair, replacement or rebuilding the Premises, free and clear of all liens or claims for lienssame. The interest earned on amounts in the Deposit Account provisions of this Section 9.2.2 shall inure be subject to the benefit ofprovisions of a Trust Deed pursuant to Section 14.2 below. Notwithstanding the foregoing, and at any taxes payable time that a Leasehold Mortgagee has a lien on this Lease, the terms of the Trust Deed govern with respect thereto shall be payable by, Mortgagor. Mortgagor shall pay all costs in connection with disbursement to the use and allocation of funds pursuant to this Section 6(a)Proceeds.

Disbursement of Insurance Proceeds. (a) If Mortgagee receives Notwithstanding the foregoing to the contrary, if the proceeds of the insurance proceeds described in Paragraph 4.6 hereinabove are to be used for the prosecution of an Insured Casualty (other than a Material Casualty Event)the Work, directly or as provided in Section 5 above, and such proceeds exceed $1,500,000 individually or in the aggregate such proceeds shall be paid out by Beneficiary from time to time to Trustor (aor, at the option of Beneficiary, jointly to Trustor and the persons furnishing labor and/or material incident to such restoration, repair or replacement or directly to such persons) deposited and held in a blocked account that is a deposit account as the Work progresses, subject to a Deposit Account Control Agreementthe following conditions: (aan architect or engineer, in which Mortgagee holds a first priority security interestapproved by Beneficiary, subject, as to priority, only to non-consensual liens permitted under Section 6.02 shall be retained by Trustor (at Trustor's expense) and charged with the supervision of the Credit Agreement arisingWork and Trustor shall have prepared, submitted to Beneficiary and entitled to priority, by operation secured Beneficiary's written approval of law (a “Deposit Account”), the plans and specifications for such Work which shall not be unreasonably withheld or delayed; (b) disbursed from each request for payment by Trustor shall be made on ten (10) days prior written notice to Beneficiary and shall be accompanied by a certificate executed by the architect or engineer supervising the Work stating, among such Deposit Account at the written direction of the Mortgagee from time to time, pursuant to a construction escrow established with a title insurance company other matters as may be reasonably acceptable to Mortgagee, upon Mortgagee being furnished with required by Beneficiary that: (i) satisfactory evidence all of the Work completed has been done in compliance with the approved plans and specifications; (ii) the sum requested is justly required to reimburse Trustor for payments by Trustor to, or is justly due to, the contractor, subcontractors, materialmen, laborers, engineers, architects or other persons rendering services or materials for the Work (giving a brief description of such services and materials); (iii) when added to all sums previously paid out by Trustor, the sum requested does not exceed the value of the Work done to the date of such certificate; and (iv) the amount of insurance proceeds remaining in the hands of Beneficiary will be aufficient on completion of the Work to pay for the same in full (giving in such reasonable detail as the Beneficiary may require an estimate of the cost of such completion); (c) each request shall be accompanied by waivers of lien satisfactory in form and time substance to Beneficiary covering that part of completion the Work completed prior to that part of restorationthe Work for which payment or reimbursement is being requested and by a search prepared by a title company or licensed abstracter or by other evidence satisfactory to Beneficiary that there has not been filed with respect to the Mortgaged Property any mechanic's lien or other lien, repairaffidavit or instrument asserting any lien or any lien rights with respect to the Mortgaged Property; (d) there has not occurred any Event of Default (as herein defined) since the hazard, replacement casualty or contingency giving rise to payment of the insurance proceeds occurred; (e) in the case of the request for the final disbursement, such request is accompanied by a copy of any certificate of occupancy or other certificate required by any Legal Requirement to render occupancy of the damaged portion of the Mortgaged Property lawful; and rebuilding, (iif) funds sufficientif, in addition Beneficiary's reasonable judgment, the amount of such insurance proceeds will not be aufficient to complete the Work (which determination may be made prior to or during the performance of the Work), Trustor shall deposit with Beneficiary, within thirty (30) days after written request therefor, an amount of money which when added to such insurance proceeds of insurancewill be aufficient, in Beneficiary's reasonable judgment, to complete the proposed restorationWork. If, repair, replacement and rebuilding, and (iii) such architect’s certificates, waivers of lien, contractor’s sworn statements and other evidences of cost and payment as Mortgagee may reasonably require and approve; provided that Mortgagee shall have the right to retain, at Mortgagor’s sole expense, a construction monitor (a “Construction Monitor”) reasonably satisfactory to Mortgagee in connection with Section 5, this Section 6 or Section 7. No payment made prior to the final upon completion of the restorationWork, repair, replacement or rebuilding shall exceed ninety percent (90%) of the value of the labor and material for work performed from time to time. Funds other than proceeds of insurance shall be disbursed prior to disbursement of insurance proceeds. At all times the undisbursed balance any portion of the insurance proceeds held has not been disbursed to Trustor (or one or more of the other aforesaid persons) incident thereto, Beneficiary may at Beneficiary's option, disburse such balance to Trustor or apply such balance toward the payment of the Indebtedness. Nothing herein shall be interpreted to prohibit Beneficiary from (y) withholding from each such disbursement ten percent ( 10%) (or such greater amount, if permitted or required by Mortgageeany Legal Requirement) of the amount otherwise herein provided to be disbursed, together with funds deposited and then continuing to withhold such sum until the time permitted for perfecting liens against the Mortgaged Property has expired, at which time the amount withheld shall be disbursed to Trustor (or irrevocably committed to Trustor and/or any person or persons furnishing labor and/or material for the Work or directly to such persons), or (z) applying at any time the whole or any part of such insurance proceeds to the satisfaction curing of Mortgagee by or on behalf any Event of Mortgagor for the purpose, shall be at least sufficient, in the reasonable judgment of Mortgagee, to pay for the cost of completing the restoration, repair, replacement or rebuilding the Premises, free and clear of all liens or claims for liens. The interest earned on amounts in the Deposit Account shall inure to the benefit of, and any taxes payable with respect thereto shall be payable by, Mortgagor. Mortgagor shall pay all costs in connection with disbursement of funds pursuant to this Section 6(a)Default.