Form and Quality. All insurance policies shall be obtained under valid and enforceable policies and shall be subject to the reasonable approval of Administrative Agent as to form and substance, including insurance companies, amounts, deductibles, loss payees and insureds. Such policies shall be endorsed in form and substance reasonably acceptable to Administrative Agent to name Administrative Agent (on behalf of Lenders) thereunder as an additional insured, as its interest may appear, on liability insurance policies and as mortgagee/lender’s loss payable, as its interest may appear, on all property insurance policies, including but not limited to special form/all-risk, business interruption, boiler and machinery, terrorism, windstorm, and, when required, flood and earthquake insurance, with all loss payable to Administrative Agent, without contribution, under a standard non-contributory mortgagee clause. No policy shall contain a Protective Safeguard Endorsement. Administrative Agent shall act on behalf of Lenders in respect of insurance matters. The proceeds of insurance paid on account of any damage or destruction to any Project shall be paid to Administrative Agent, on behalf of Lenders, to be applied as provided in Section 3.2. In the event any Borrower or Property Manager receives any insurance proceeds as contemplated by this Article 3 (without the same having been disbursed to Administrative Agent), Borrowers will (with respect to proceeds received by Borrower and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder), or if required by the applicable Lease or Ground Lease, will cause Property Manager (with respect to proceeds received by a Property Manager and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder) to immediately return such proceeds to Administrative Agent for application in accordance with the provisions of Section 3.2. All such insurance policies and endorsements shall be fully paid for and contain such provisions and expiration dates and be in such form reasonably acceptable to Administrative Agent and issued by such insurance companies approved to do business in the state in which the applicable Project is located, with a rating of “A-X” (or better as established by Best’s Rating Guide or “A-” or better by Standard & Poor’s Ratings Group. Each property insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent and that no act or negligence of Borrowers, or any other insured under the policy, or failure to comply with the provisions of any Policy which might otherwise result in a forfeiture of the insurance or any part thereof, or commencement of foreclosure or similar action, shall in any way affect the validity or enforceability of the insurance insofar as Administrative Agent is concerned. If available using commercially reasonable efforts, each liability insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent (provided that, if the insurer will not or cannot provide the required notice, Borrowers shall be obligated to provide such notice). Blanket policies shall be permitted only if (i) any such policy shall in all other respects comply with the requirements of this Section and (ii) such policy is approved in advance in writing by Administrative Agent in its reasonable discretion and such policy includes changes to the coverages and requirements set forth herein as may be required by Administrative Agent (including, without limitation, increases to the amount of coverages required herein); provided, however, that Borrowers shall not be required to obtain approval from Administrative Agent for any renewal of a previously approved blanket policy unless the terms of such policy have been materially changed. Notwithstanding Administrative Agent’s approval of any blanket policy hereunder, Administrative Agent reserves the right, in its sole discretion, to require Borrowers to obtain a separate policy in compliance with this Section 3.1. Borrowers authorize Administrative Agent to pay the premiums for such policies (the “Insurance Premiums”) from the Insurance Impound, if applicable, as the same become due and payable annually in advance. If Borrowers fail to deposit funds into the Insurance Impound in accordance with and when required by Section 3.4 sufficient to permit Administrative Agent to pay the Insurance Premiums when due, Administrative Agent may obtain such insurance and pay the premium therefor and Borrowers shall, on demand, reimburse Administrative Agent for all expenses incurred in connection therewith. Borrowers shall not maintain any separate or additional insurance which is contributing in the event of loss unless it is properly endorsed and otherwise reasonably satisfactory to Administrative Agent in all respects. LOAN AGREEMENT – PAGE 51
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Form and Quality. All insurance policies shall be obtained under valid and enforceable policies and shall be subject to the reasonable approval of Administrative Agent as to form and substance, including insurance companies, amounts, deductibles, loss payees and insureds. Such policies shall be endorsed in form and substance reasonably acceptable to Administrative Agent to name Administrative Agent (on behalf of the Lenders) thereunder as an additional insured, as its interest may appear, on liability insurance policies and as mortgagee/lender’s loss payable, as its interest may appear, on all property insurance policies, including but not limited to special form/all-risk, business interruption, boiler and machinery, terrorism, windstorm, and, when required, flood and earthquake insurance, with all loss payable to Administrative AgentAgent as a Loss Payee, without contribution, under a standard non-non- contributory mortgagee clause. No policy shall contain a Protective Safeguard Endorsement. Administrative Agent shall act on behalf of the Lenders in respect of insurance matters. The proceeds of insurance paid on account of any damage or destruction to any Project shall be paid to Borrower and Administrative Agent, on behalf of the Lenders, to be applied as provided in Section 3.2. In the event any Borrower or Borrower, Kansas City Master Lessee, any Property Manager or any Ground Lessor receives any insurance proceeds as contemplated by this Article 3 (without the same having been disbursed to Administrative Agent), Borrowers and Kansas City Master Lessee will or will cause such Property Manager or Ground Lessor (with respect to proceeds received by Borrower and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder), or if required by the extent provided in the applicable Ground Lease or Ground Lease, will cause Property Manager (with respect to proceeds received by a Property Manager and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunderRecognition Agreement) to immediately return such proceeds to Administrative Agent for application in accordance with the provisions of Section 3.2. All such insurance policies and endorsements shall be fully paid for and contain such provisions and expiration dates and be in such form reasonably acceptable to Administrative Agent and issued by such insurance companies approved authorized to do business in the state in which the applicable Project is located, with a rating of “A-XA- VIII” (or better as established by Best’s Rating Guide or “A-” or better by Standard & Poor’s Ratings Group. Each property insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent and that no act or negligence of Borrowers, or any other insured under the policy, or failure to comply with the provisions of any Policy which might otherwise result in a forfeiture of the insurance or any part thereof, or commencement of foreclosure or similar action, shall in any way affect the validity or enforceability of the insurance insofar as Administrative Agent is concerned. If available using commercially reasonable efforts, each liability insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent (provided that, if the insurer will not or cannot provide the required notice, Borrowers shall be obligated to provide such notice). Blanket policies shall be permitted only if (i) any such policy shall in all other respects comply with the requirements of this Section and (ii) such policy is approved in advance in writing by Administrative Agent in its reasonable discretion and such policy includes changes to the coverages and requirements set forth herein as may be required by Administrative Agent (including, without limitation, increases to the amount of coverages required herein); provided, however, that Borrowers shall not be required to obtain approval from Administrative Agent for any renewal of a previously approved blanket policy unless the terms of such policy have been materially changed. Notwithstanding Administrative Agent’s approval of any blanket policy hereunder, Administrative Agent reserves the right, in its sole discretion, to require Borrowers to obtain a separate policy in compliance with this Section 3.1. Borrowers authorize Administrative Agent to pay the premiums for such policies (the “Insurance Premiums”) from the Insurance Impound, if applicable, as the same become due and payable annually in advance. If Borrowers fail to deposit funds into the Insurance Impound in accordance with and when required by Section 3.4 sufficient to permit Administrative Agent to pay the Insurance Premiums when due, Administrative Agent may obtain such insurance and pay the premium therefor and Borrowers shall, on demand, reimburse Administrative Agent for all expenses incurred in connection therewith. Borrowers shall not maintain any separate or additional insurance which is contributing in the event of loss unless it is properly endorsed and otherwise reasonably satisfactory to Administrative Agent in all respects. LOAN AGREEMENT – PAGE 51thirty
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Samples: Loan Agreement
Form and Quality. All insurance policies shall be obtained under valid and enforceable policies (individually, a “Policy”, and collectively, the “Policies”), and shall be subject to the reasonable approval of Administrative Agent as to form and substance, including insurance companies, amounts, deductibles, loss payees and insureds. Such policies shall be endorsed in form and substance reasonably acceptable to Administrative Agent to name Administrative Agent (on behalf of the Lenders) thereunder as an additional insured, as its interest may appear, on liability insurance policies and as mortgagee/lender’s loss payable, as its interest may appear, on all property insurance policies, including but not limited to special form/all-risk, business interruption, boiler and machinery, terrorism, windstorm, and, when required, flood and earthquake insurance, with all loss payable to Administrative Agent, without contribution, under a standard non-contributory mortgagee clause. All policies shall include a waiver of subrogation in favor of Administrative Agent when permitted by law. No policy shall contain a Protective Safeguard Endorsement. Administrative Agent shall act on behalf of the Lenders in respect of insurance matters. The proceeds of insurance paid on account of any damage or destruction to any a Project shall be paid to Administrative Agent, on behalf of the Lenders, to be applied as provided in Section 3.2. In the event any Borrower Borrowers, Operator, or Property Manager receives any insurance proceeds as contemplated by this Article 3 (without the same having been disbursed to Administrative Agent), Borrowers will (with respect to proceeds received by Borrower and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder), or if required by the applicable Lease or Ground Lease, will cause Operator or Property Manager (with respect to proceeds received by a Property Manager and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder) to immediately return such proceeds to Administrative Agent for application in accordance with the provisions of Section 3.2. All such insurance policies and endorsements shall be fully paid for and contain such provisions and expiration dates and be in such form reasonably acceptable to Administrative Agent and issued by such financially sound and responsible insurance companies authorized or otherwise approved to do business in the state in which the applicable Project is Projects are located, with a rating of “A-XA-:VIII” (or better as established by Best’s Rating Guide or “A-” or better by Standard & Poor’s Ratings Group. Each property insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent and that no act or negligence of Borrowers, or any other insured under the policy, or failure to comply with the provisions of any Policy policy which might otherwise result in a forfeiture of the insurance or any part thereof, or commencement of foreclosure or similar action, shall in any way affect the validity or enforceability of the insurance insofar as Administrative Agent is concerned. If available using commercially reasonable efforts, each liability insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent (provided that, if the insurer will not or cannot provide the required notice, Borrowers shall be obligated to provide such notice). Additionally, Borrowers further covenant and agree to promptly send to Administrative Agent any notices of non-renewal or cancellation they receive from the insurers with respect to the Policies required pursuant to this Section 3.1. Blanket policies shall be permitted only if (i) such blanket insurance policies shall specifically allocate to the Projects the amount of coverage from time to time required hereunder or shall otherwise provide the same protection as would a separate Policy insuring only the Projects in compliance with the requirements of this Section, (ii) any such policy shall in all other respects comply with the requirements of this Section Section, and (iiiii) such policy is approved in advance in writing by CONA – Healthcare Trust, Inc. 92119388.8 Administrative Agent in its reasonable discretion (such approval not to be unreasonably withheld or delayed) and such policy includes changes to the coverages and requirements set forth herein as may be required by Administrative Agent (including, without limitation, increases to the amount of coverages required herein); provided, however, that Borrowers shall not be required to obtain approval from Administrative Agent for any renewal of a previously approved blanket policy unless the terms of such policy have been changed in a materially changedadverse manner to Administrative Agent. Such Policies may be “blanket policies” covering multiple locations so long as the coverages for the Projects provide the protections listed above and, provided further that, any material changes to such blanket policies or an aggregation of the insured values covered under such blanket policies, the reduction or erosion of flood, windstorm / named storm limits or the addition of locations that are subject to the perils of flood, windstorm / named storm, shall be subject to Administrative Agent’s review and reasonable approval by Administrative Agent based on the portfolio PML report(s) for the catastrophic perils and such other information as requested by Administrative Agent. Further, any such material changes, changes to the limits under the policy as of Closing Date or an aggregation of the insured values covered under the blanket policy, including the reduction or erosion of flood, windstorm / named storm limits or the addition of locations that are subject to the perils of flood, windstorm / named storm, shall be subject to Administrative Agent approval. Further, to the extent that any blanket policy covers more than one location within a one-thousand-foot radius of the Project (the “Radius”), the limits of such blanket policy must be sufficient to maintain coverage as set forth in Section 3.1 for the Project and any and all other locations combined within the Radius that are covered by such blanket policy calculated on a total insured value basis. Notwithstanding Administrative Agent’s approval of any blanket policy hereunder, Administrative Agent reserves the right, in its sole discretion, to require Borrowers to obtain a separate policy in compliance with this Section 3.1. Borrowers authorize Administrative Agent to pay the premiums for such policies (the “Insurance Premiums”) from the Insurance Impound, if applicable, Impound as the same become due and payable annually in advanceadvance pursuant to the terms of Section 3.4. If Borrowers fail to deposit funds into the Insurance Impound in accordance with and when required by Section 3.4 sufficient to permit Administrative Agent to pay the Insurance Premiums when duepursuant to the provisions of Section 3.4 and does not provide Administrative Agent evidence that the required insurance is in place, Administrative Agent may obtain such insurance and pay the premium therefor and Borrowers shall, on demand, reimburse Administrative Agent for all expenses incurred in connection therewiththerewith and the costs of such Insurance Premiums paid by the Administrative Agent. Borrowers shall not maintain any separate or additional insurance which is contributing in the event of loss unless it is properly endorsed and otherwise reasonably satisfactory to Administrative Agent in all respects. LOAN AGREEMENT – PAGE 51.
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Form and Quality. All insurance policies shall be obtained under valid and enforceable policies and shall be subject to the reasonable approval of Administrative Agent as to form and substance, including insurance companies, amounts, deductibles, loss payees and insureds. Such policies shall be endorsed in form and substance reasonably acceptable to Administrative Agent to name Administrative Agent (on behalf of Lenders) thereunder as an additional insured, as its interest may appear, on liability insurance policies and as mortgagee/lender’s loss payable, as its interest may appear, on all property insurance policies, including but not limited to special form/all-risk, business interruption, boiler and machinery, terrorism, windstorm, and, when required, flood and earthquake insurance, with all loss payable to Administrative Agent, without contribution, under a standard non-contributory mortgagee clause. No policy shall contain a Protective Safeguard Endorsement. Administrative Agent shall act on behalf of Lenders in respect of insurance matters. The proceeds of insurance paid on account of any damage or destruction to any Project shall be paid to Administrative Agent, on behalf of Lenders, to be applied as provided in Section 3.2. In the event any Borrower or Property Manager receives any insurance proceeds as contemplated by this Article 3 (without the same having been disbursed to Administrative Agent), Borrowers will (with respect to proceeds received by Borrower and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder), or if required by the applicable Lease or Ground Lease, will cause Property Manager (with respect to proceeds received by a Property Manager and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder) to immediately return such proceeds to Administrative Agent for application in accordance with the provisions of Section 3.2. All such insurance policies and endorsements shall be fully paid for and contain such provisions and expiration dates and be in such form reasonably acceptable to Administrative Agent and issued by such insurance companies approved to do business in the state in which the applicable Project is located, with a rating of “A-X” (or better as established by Best’s Rating Guide or “A-” or better by Standard & Poor’s Ratings Group. Each property insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent and that no act or negligence of Borrowers, or any other insured under the policy, or failure to comply with the provisions of any Policy which might otherwise result in a forfeiture of the insurance or any part thereof, or commencement of foreclosure or similar action, shall in any way affect the validity or enforceability of the insurance insofar as Administrative Agent is concerned. If available using commercially reasonable efforts, each liability insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent (provided that, if the insurer will not or cannot provide the required notice, Borrowers shall be obligated to provide such notice). Blanket policies shall be permitted only if (i) any such policy shall in all other respects comply with the requirements of this Section and (ii) such policy is approved in advance in writing by Administrative Agent in its reasonable discretion and such policy includes changes to the coverages and requirements set forth herein as may be required by Administrative Agent (including, without limitation, increases to the amount of coverages required herein); provided, however, that Borrowers shall not be required to obtain approval from Administrative Agent for any renewal of a previously approved blanket policy unless the terms of such policy have been materially changed. Notwithstanding Administrative Agent’s approval of any blanket policy hereunder, Administrative Agent reserves the right, in its sole discretion, to require Borrowers to obtain a separate policy in compliance with this Section 3.1. Borrowers authorize Administrative Agent to pay the premiums for such policies (the “Insurance Premiums”) from the Insurance Impound, if applicable, as the same become due and payable annually in advance. If Borrowers fail to deposit funds into the Insurance Impound in accordance with and when required by Section 3.4 sufficient to permit Administrative Agent to pay the Insurance Premiums when due, Administrative Agent may obtain such insurance and pay the premium therefor and Borrowers shall, on demand, reimburse Administrative Agent for all expenses incurred in connection therewith. Borrowers shall not maintain any separate or additional insurance which is contributing in the event of loss unless it is properly endorsed and otherwise reasonably satisfactory to Administrative Agent in all respects. LOAN AGREEMENT – PAGE 51.
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Form and Quality. All insurance policies shall be obtained under valid and enforceable policies and shall be subject to the reasonable approval of Administrative Agent as to form and substance, including insurance companies, amounts, deductibles, loss payees and insureds. Such policies shall be endorsed in form and substance reasonably acceptable to Administrative Agent to name Administrative Agent (on behalf of the Lenders) thereunder as an additional insured, as its interest may appear, on liability insurance policies and as mortgagee/lender’s loss payable, as its interest may appear, on all property insurance policies, including but not limited to special form/all-risk, business interruption, boiler and machinery, terrorism, windstorm, and, when required, flood and earthquake insurance, with all loss payable to Administrative Agent, without contribution, under a standard non-contributory mortgagee clause. No policy shall contain a Protective Safeguard Endorsement. Administrative Agent shall act on behalf of the Lenders in respect of insurance matters. The proceeds of insurance paid on account of any damage or destruction to any the Project shall be paid to Administrative Agent, on behalf of the Lenders, to be applied as provided in Section 3.2. In the event any Borrower or Property Manager any Operator receives any insurance proceeds as contemplated by this Article 3 (without the same having been disbursed to Administrative Agent), Borrowers Borrower will (with respect to proceeds received by Borrower and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder), or if required by the applicable Lease or Ground Lease, will cause Property Manager (with respect to proceeds received by a Property Manager and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder) Operator to immediately return such proceeds to Administrative Agent for application in accordance with the provisions of Section 3.2. All such insurance policies and endorsements shall be fully paid for and contain such provisions and expiration dates and be in such form reasonably acceptable to Administrative Agent and issued by such insurance companies approved authorized to do business in the state in which the applicable Project is located, LOAN AGREEMENT – Page 38[Summit Pxxxxxxxxx] with a rating of “A-X” (or better as established by Best’s Rating Guide or “A-” or better by Standard & Poor’s Ratings Group. Each property insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent and that no act or negligence of BorrowersBorrower, or any other insured under the policy, or failure to comply with the provisions of any Policy which might otherwise result in a forfeiture of the insurance or any part thereof, or commencement of foreclosure or similar action, shall in any way affect the validity or enforceability of the insurance insofar as Administrative Agent is concerned. If available using commercially reasonable efforts, each liability insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent (provided that, if the insurer will not or cannot provide the required notice, Borrowers Borrower shall be obligated to provide such notice). Blanket policies shall be permitted only if (i) any such policy shall in all other respects comply with the requirements of this Section and (ii) such policy is approved in advance in writing by Administrative Agent in its reasonable discretion and such policy includes changes to the coverages and requirements set forth herein as may be required by Administrative Agent (including, without limitation, including increases to the amount of coverages required herein); provided, however, that Borrowers shall not be required to obtain approval from Administrative Agent for any renewal of a previously approved blanket policy unless the terms of such policy have been materially changed. Notwithstanding Administrative Agent’s approval of any blanket policy hereunder, Administrative Agent reserves the right, in its sole discretion, to require Borrowers Borrower to obtain a separate policy in compliance with this Section 3.1. Borrowers authorize Borrower authorizes Administrative Agent to pay the premiums for such policies (the “Insurance Premiums”) from the Insurance Impound, if applicable, Impound as the same become due and payable annually in advance. If Borrowers fail Borrower fails to deposit funds into the Insurance Impound in accordance with and when required by Section 3.4 sufficient to permit Administrative Agent to pay the Insurance Premiums when due, Administrative Agent may obtain such insurance and pay the premium therefor and Borrowers Borrower shall, on demand, reimburse Administrative Agent for all expenses incurred in connection therewith. Borrowers Borrower shall not maintain any separate or additional insurance which is contributing in the event of loss unless it is properly endorsed and otherwise reasonably satisfactory to Administrative Agent in all respects. LOAN AGREEMENT – PAGE 51Notwithstanding the foregoing, Borrower shall be permitted to keep in force the existing premium finance agreement provided that Borrower submits to Lender proof of payment of each and every installment due under such premium financing agreement or installment arrangement directly to the insurance company, as such installments become due and payable.
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Form and Quality. All insurance policies shall be obtained under valid and enforceable policies and shall be subject to the reasonable approval of Administrative Agent as to form and substance, including insurance companies, amounts, deductibles, loss payees and insureds. Such policies shall be endorsed in form and substance reasonably acceptable to Administrative Agent to name Administrative Agent (on behalf of Lenders) thereunder as an additional insured, as its interest may appear, on liability insurance policies and as mortgagee/lender’s loss payable, as its interest may appear, on all property insurance policies, including but not limited to special form/all-risk, business interruption, boiler and machinery, terrorism, windstorm, and, when required, flood and earthquake insurance, with all loss payable to Administrative Agent, without contribution, under a standard non-contributory mortgagee clause. No policy shall contain a Protective Safeguard Endorsement. Administrative Agent shall act on behalf of Lenders in respect of insurance matters. The proceeds of insurance paid on account of any damage or destruction to any Project shall be paid to Administrative Agent, on behalf of Lenders, to be applied as provided in Section 3.2. In the event any Borrower or Property Manager Operator receives any insurance proceeds as contemplated by this Article 3 (without the same having been disbursed to Administrative Agent), Borrowers will (with respect to proceeds received by Borrower and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder), or if required by the applicable Lease or Ground Lease, will cause Property Manager (with respect to proceeds received by a Property Manager and only if such proceeds are otherwise required to be delivered to Administrative Agent hereunder) Operator to immediately return such proceeds to Administrative Agent for application in accordance with the provisions of Section 3.2. All such insurance policies and endorsements shall be fully paid for and contain such provisions and expiration dates and be in such form reasonably acceptable to Administrative Agent and issued by such insurance companies approved to do business in the state in which the applicable Project is located, with a rating of “A-X” (or better as established by Best’s Rating Guide or “A-” or better by Standard & Poor’s Ratings Group. Group or, if such insurance is being issued through a captive insurance company that is approved in writing by the Administrative Agent in its reasonable discretion, Demotech Inc. Each property insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent and that no act or negligence of Borrowers, or any other insured under the policy, or failure to comply with the provisions of any Policy which might otherwise result in a forfeiture of the insurance or any part thereof, or commencement of foreclosure or similar action, shall in any way affect the validity or enforceability of the insurance insofar as Administrative Agent is concerned. If available using commercially reasonable efforts, each liability insurance policy shall provide that such policy may not be canceled except upon thirty (30) days’ prior written notice (except ten (10) days’ prior notice for non-renewal or cancellation due to non-payment of premium) to Administrative Agent (provided that, if the insurer will not or cannot provide the required notice, Borrowers shall be obligated to provide such notice). Blanket policies shall be permitted only if (i) any such policy shall in all other respects comply with the requirements of this Section and (ii) such policy is approved in advance in writing by Administrative Agent in its reasonable discretion and such policy includes changes to the coverages and requirements set forth herein as may be required by Administrative Agent (including, without limitation, increases to the amount of coverages required herein); provided, however, that Borrowers shall not be required to obtain approval from Administrative Agent for any renewal of a previously approved blanket policy unless the terms of such policy have been materially changed. Notwithstanding Administrative Agent’s approval of any blanket policy hereunder, Administrative Agent reserves the right, in its sole discretion, to require Borrowers to obtain a separate policy in compliance with this Section 3.1. Borrowers authorize Administrative Agent to pay the premiums for such policies (the “Insurance Premiums”) from the Insurance Impound, if applicable, as the same become due and payable annually in advance. If Borrowers fail to deposit funds into the Insurance Impound in accordance with and when required by Section 3.4 sufficient to permit Administrative Agent to pay the Insurance Premiums when due, Administrative Agent may obtain such insurance and pay the premium therefor and Borrowers shall, on demand, reimburse Administrative Agent for all expenses incurred in connection therewith. Borrowers shall not maintain any separate or additional insurance which is contributing in the event of loss unless it is properly endorsed and otherwise reasonably satisfactory to Administrative Agent in all respects. LOAN AGREEMENT – PAGE 51.
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