Common use of Insurance and Casualty Clause in Contracts

Insurance and Casualty. That the Mortgagor will keep the buildings and all other improvements on the Premises, and the Equipment, insured for the benefit of the Mortgagee against loss, damage or destruction by fire, flood ( if available and required under the National Flood Act of 1986, as amended), lightning, windstorm, hail, explosion, riot, riot attending a strike, civil commotion, aircraft, vehicles and smoke as provided by the Standard Fire and Extended Coverage Policy and all other risks of direct physical loss as insured against under Special Extended Coverage Endorsement all in amounts approved from time to time by the Mortgagee but not less than the amount of the Note or 100% of full replacement cost, whichever is greater, together with an agreed amount endorsement with separate values for each building and improvement, and when and to the extent required by the Mortgagee, against any other risk insured against by persons operating like properties in the locality of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction of the improvements on the Premises, Mortgagor shall provide Builder's Risk Insurance in such amounts and in the form required by Mortgagee; that all insurance herein provided for shall be in form, content, amounts and in companies approved by the Mortgagee with all premiums thereon paid not less than yearly in advance with evidence of payment thereof delivered to Mortgagee on demand; that regardless of the types or amounts of insurance required and approved by the Mortgagee, the Mortgagor will assign and deliver to the Mortgagee all policies of insurance which insure against any loss, damage or destruction to the Premises and the Equipment, as collateral and further security for the payment of the money secured by this Mortgage, with loss payable to the Mortgagee pursuant to the Illinois Standard or other mortgagee clause satisfactory to the Mortgagee without contribution, and notwithstanding any acts or omissions of Mortgagor and with standard waiver of subrogation endorsements; that not less than thirty (30) days prior to the expiration dates of each policy required of the Mortgagor pursuant to this Article, the Mortgagor will deliver to the Mortgagee a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to the Mortgagee; and that the aforesaid insurance shall not be subject to cancellation except after at least thirty (30) days' prior written notice to Mortgagee. The full replacement cost of buildings, improvements and Equipment shall be determined from time to time at Mortgagee's request by an insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that the buildings, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove required, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% of the annual gross rental of the Premises based on 100% occupancy. Mortgagor shall not carry separate insurance concurrent in kind or form and contributing in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other insurance with respect to the Premises and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time to time may require, including, without limitation, builder's risk insurance, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish to Mortgagee, upon request, a certificate signed by an authorized individual containing a detailed list of the insurance policies then outstanding and in force on the Premises. In the event of a foreclosure of this Mortgage the purchaser of the Premises shall succeed to all the rights of the Mortgagor, including any right to unearned premiums, in and to all policies of insurance assigned and delivered to the Mortgagee pursuant to the provisions of this Article and Mortgagor hereby irrevocably constitutes and appoints Mortgagee as the true and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy and all such rights. If the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policies, the Mortgagee may, at the option of the Mortgagee, obtain such insurance to protect Mortgagee's interest in the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums therefor, and Mortgagor will reimburse the Mortgagee for any premiums so paid, with the interest at the Default Rate stated in Article 5 hereof from the time of payment, within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement of such insurance, and the same shall be secured by this Mortgage. The insurance purchased by Mortgagee may, but need not, protect Mortgagor's interests. The coverage that Mortgagee purchases may not pay any claim that Mortgagor makes or any claim that is made against Mortgagor in connection with the Premises. Mortgagor may later cancel any insurance purchased by Mortgagee, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance as required by this Mortgage. If Mortgagee purchases insurance for the Premises, Mortgagor will be responsible for the costs of that insurance, including interest at the Default Rate and any other charges Mortgagee may impose in connection with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The cost of the insurance shall be additional indebtedness evidenced by the Note and secured by this Mortgage. Mortgagor acknowledges that the cost of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its own.

Insurance and Casualty. That From and after the Mortgagor will keep Commencement Date, the buildings Tenant shall procure and all other improvements on the Premisesmaintain policies of insurance, including, without limitation, casualty and the Equipment, insured rental interruption insurance for the benefit Property, at its sole cost and expense, during the entire term of this Master Lease with terms and coverages and companies reasonably satisfactory to the Mortgagee against loss, damage or destruction by fire, flood ( if available Landlord and required under with such increases in limits as the National Flood Act of 1986, as amended), lightning, windstorm, hail, explosion, riot, riot attending a strike, civil commotion, aircraft, vehicles and smoke as provided by the Standard Fire and Extended Coverage Policy and all other risks of direct physical loss as insured against under Special Extended Coverage Endorsement all in amounts approved Landlord may from time to time by reasonably request, including all insurance required under the Mortgagee but not less than Mortgage Loan Documents and/or under any property management agreement and the amount of Commercial Subleases. Alternatively, the Note or 100% of full replacement cost, whichever is greater, together with an agreed amount endorsement with separate values for each building Landlord may cause such policies to be procured and improvementmaintained, and when and to the extent required by Tenant shall reimburse the MortgageeLandlord for the cost thereof, against any other risk insured against by persons operating like properties in upon demand. If the locality Landlord provides policies of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction of the improvements on the Premisesinsurance, Mortgagor shall provide Builder's Risk Insurance in such amounts and in the form required by Mortgagee; that all insurance herein provided for policies shall be in form, content, amounts all risk coverage exclusive of footings and in companies approved by the Mortgagee with all premiums thereon paid not less than yearly in advance with evidence of payment thereof delivered to Mortgagee on demand; that regardless of the types or amounts foundations. All policies of insurance required hereunder which insure against loss or damage to the Property shall provide that the proceeds thereof (or so much of such proceeds as pertain to loss or damage to the Property) shall be payable to the Landlord, and approved by if the MortgageeLandlord so requests, shall also be payable to any contract purchaser of the Mortgagor will assign Property and any holder of a Mortgage, as the interest of such purchaser or holder of a Mortgage appears pursuant to a standard additional insured clause. The Tenant shall not, on Xxxxxx’s own initiative or pursuant to request or requirement of any third party, take out separate insurance concurrent in form or contributing in the event of loss with that required hereunder, unless the Landlord is included therein as an additional insured with loss payable as in this Section, provided the Tenant shall immediately notify the Landlord and any such holder of a Mortgage whenever any such separate insurance is taken out and shall deliver to the Mortgagee all Landlord and any such holder of a Mortgage duplicate originals thereof or original certificates evidencing the same with true copies of such insurance policies attached. All such policies of insurance which insure against shall provide that any loss, damage or destruction to the Premises and the Equipment, as collateral and further security for the payment of the money secured by this Mortgage, with loss shall be payable to the Mortgagee pursuant Landlord and any such holder of a Mortgage notwithstanding any act or omission of the Tenant which might otherwise result in a forfeiture or reduction of such insurance. Prior to the Illinois Standard or other mortgagee clause satisfactory Commencement Date (unless the Landlord has elected to procure the policies of insurance as provided above), the Tenant shall furnish to the Mortgagee without contributionLandlord and any such holder of a Mortgage policies or certificates evidencing such coverage, and notwithstanding any acts which policies or omissions of Mortgagor and with standard waiver of subrogation endorsements; certificates shall state that not less than thirty (30) days prior to the expiration dates of each policy required of the Mortgagor pursuant to this Article, the Mortgagor will deliver to the Mortgagee a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to the Mortgagee; and that the aforesaid such insurance shall coverage may not be subject to cancellation except after reduced, cancelled or not renewed without at least thirty (30) days' ’ prior written notice to Mortgagee. The full replacement cost the Landlord, the Tenant and any such holder of buildingsa Mortgage (unless such cancellation is due to nonpayment of premium, improvements and Equipment and, in that case, only twenty (20) days’ prior written notice shall be determined from time to time at Mortgagee's request by an sufficient). Each insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that the buildingspolicy shall, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove requiredextent obtainable, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% contain provisions that no act or negligence of the annual gross rental Tenant or any subtenant or occupant of the Premises based on 100% occupancy. Mortgagor Property, or its or their contractors or subcontractors or their agents or employees which might otherwise result in a forfeiture of such insurance or any part thereof, shall not carry separate in any way affect the validity or enforceability of such insurance concurrent in kind or form and contributing in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other insurance with respect to the Premises and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time to time may require, including, without limitation, builder's risk insurance, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish to Mortgagee, upon request, a certificate signed by an authorized individual containing a detailed list of the insurance policies then outstanding and in force on the Premises. In the event of a foreclosure of this Mortgage the purchaser of the Premises shall succeed to all the rights of the Mortgagor, including any right to unearned premiums, in and to all policies of insurance assigned and delivered to the Mortgagee pursuant to the provisions of this Article and Mortgagor hereby irrevocably constitutes and appoints Mortgagee insofar as the true and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy and all such rightsLandlord or any Mortgage is concerned. If the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policiesTenant shall fail to maintain any such insurance required hereunder, the Mortgagee Landlord may, at the option Landlord’s election, after fifteen (15) days’ written notice to the Tenant, procure the same, and the premium cost shall be Additional Rent, immediately due and payable, it being hereby expressly covenanted and agreed that payment by the Landlord of such premium shall not be deemed to waive or release the obligation of the MortgageeTenant to payment thereof or any of the Landlord’s other rights hereunder. Subject to the requirements of the Mortgage Loan Documents and the terms of Article 2 of Exhibit D, obtain such insurance to protect Mortgagee's interest proceeds recovered by reason of destruction of the improvements on the Property shall be held in the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums thereforescrow, and Mortgagor will reimburse such proceeds shall be used by Landlord to repair and restore the Mortgagee for any premiums improvements so paid, damaged to substantially the same condition as existed immediately prior to the damage or destruction and substantially in accordance with the interest at Property Documents other than leasehold improvements that are not covered by insurance. Any excess may be applied first to the Default Rate stated in Article 5 hereof from Landlord to cover any past due Rent and then the time balance, if any, to the Tenant. Subject to the requirements of paymentthe Mortgage Loan Documents, if the insurance proceeds are insufficient to pay for the full cost of repair and restoration of the improvements, the Tenant shall deposit the deficiency with the Landlord within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement payment of such insuranceinsurance proceeds by the insurance carrier, and the same such sum shall be secured disbursed by this Mortgage. The insurance purchased by Mortgagee may, but need not, protect Mortgagor's interests. The coverage that Mortgagee purchases may not pay any claim that Mortgagor makes or any claim that is made against Mortgagor in connection with the Premises. Mortgagor may later cancel any insurance purchased by Mortgagee, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance as required by this Mortgage. If Mortgagee purchases insurance for the Premises, Mortgagor will be responsible for the costs of that insurance, including interest at the Default Rate and any other charges Mortgagee may impose in connection with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The cost Landlord following disbursement of the insurance shall be additional indebtedness evidenced by proceeds to pay for the Note and secured by this Mortgage. Mortgagor acknowledges that the cost completion of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its ownrepair and restoration.

Insurance and Casualty. That Throughout the Mortgagor Term, Tenant will keep all Improvements (including all alterations, additions and changes made to the buildings Improvements) which are located within the Leased Property insured under an all-risk property insurance policy (not excluding from coverage perils normally included within the definitions of extended coverage, vandalism, malicious mischief and, if the Leased Property is in a flood zone, flood) in the amount of one hundred percent (100%) of the replacement value with endorsements for contingent liability from operation of building laws, increased cost of construction and demolition costs which may be necessary to comply with building laws. Tenant will be responsible for determining the amount of property insurance to be maintained, but such coverage will be on an agreed value basis to eliminate the effects of coinsurance. Such insurance shall be issued by an insurance company or companies rated by the A.M. Best Company of Oldwick, New Jersey as having a policyholder's rating of A or better and a reported financial information rating of X or better. Any deductible applicable to such insurance shall not exceed $500,000. Such insurance shall cover not only the value of Tenant's interest in the Improvements, but also the interest of Landlord, and such insurance shall include provisions that Landlord must be notified at least ten (10) days prior to any cancellation or reduction of insurance coverage. With this Lease Tenant shall deliver to Landlord a certificate from the applicable insurer or its authorized agent evidencing the insurance required by this subparagraph and any additional insurance which shall be taken out upon any part of the Leased Property. Thereafter, Tenant shall deliver to Landlord certificates from the applicable insurer or its authorized agent of renewals or replacements of all such policies of insurance at least fifteen (15) days before any such insurance shall expire. Tenant further agrees that all such policies shall provide that proceeds thereunder will be payable to Landlord and Tenant as their interests may appear, it being understood between Landlord and Tenant that such proceeds will be paid to Landlord as Escrowed Proceeds and will be applied in accordance with Paragraph 5 of this Lease. Landlord shall have no right to receive proceeds for loss of Tenant's Trade Fixtures and personal property. If Tenant fails to obtain any insurance required by this Lease or to provide confirmation of any such insurance as required by this Lease, Landlord shall be entitled (but not required) to obtain the insurance that Tenant has failed to obtain or for which Tenant has not provided the required confirmation and, without limiting Landlord's other remedies under the circumstances, Landlord may require Tenant to reimburse Landlord for the cost of such insurance and to pay interest thereon computed at the Default Rate from the date such cost was paid by Landlord until the date of reimbursement by Tenant. In the event any of the Leased Property is destroyed or damaged by fire, explosion, windstorm, hail or by any other casualty against which insurance shall have been required hereunder, (i) Landlord may, but shall not be obligated to, make proof of loss if not made promptly by Tenant, (ii) each insurance company concerned is hereby authorized and directed to make payment for such loss directly to Landlord for application as required by Paragraph 5, and (iii) Landlord may settle, adjust or compromise any and all other improvements on the Premises, and the Equipment, insured claims for the benefit of the Mortgagee against loss, damage or destruction by fire, flood ( if available and required under the National Flood Act of 1986, as amended), lightning, windstorm, hail, explosion, riot, riot attending a strike, civil commotion, aircraft, vehicles and smoke as provided by the Standard Fire and Extended Coverage Policy and all other risks of direct physical loss as insured against under Special Extended Coverage Endorsement all in amounts approved from time to time by the Mortgagee but not less than the amount of the Note any policy or 100% of full replacement cost, whichever is greater, together with an agreed amount endorsement with separate values for each building and improvement, and when and to the extent required by the Mortgagee, against any other risk insured against by persons operating like properties in the locality of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction of the improvements on the Premises, Mortgagor shall provide Builder's Risk Insurance in such amounts and in the form required by Mortgagee; that all insurance herein provided for shall be in form, content, amounts and in companies approved by the Mortgagee with all premiums thereon paid not less than yearly in advance with evidence of payment thereof delivered to Mortgagee on demand; that regardless of the types or amounts of insurance required and approved by the Mortgagee, the Mortgagor will assign and deliver to the Mortgagee all policies of insurance (provided, that so long as no Event of Default shall have occurred and be continuing, Landlord must obtain Tenant's written consent to any such settlement, which insure against consent will not be unreasonably withheld). If any loss, casualty shall result in damage to or loss or destruction of the Leased Property, Tenant shall give immediate notice thereof to Landlord and Paragraph 5 shall apply. Notwithstanding the foregoing, however, if any insurance claim for damage to the Premises Leased Property is for less than $500,000 and no Event of Default shall have occurred and be continuing, Tenant shall have the Equipmentright to settle, adjust or compromise the claim as collateral Tenant deems appropriate; and further security Tenant may directly receive and hold the proceeds of such claim so long as no Event of Default shall have occurred and be continuing and so long as Tenant applies such proceeds for the payment any restoration, replacement and repair of the money secured by this Mortgage, with loss payable to the Mortgagee pursuant to the Illinois Standard or other mortgagee clause satisfactory to the Mortgagee without contribution, and notwithstanding any acts or omissions of Mortgagor and with standard waiver of subrogation endorsements; that not less than thirty (30) days prior to the expiration dates of each policy required of the Mortgagor pursuant to this Article, the Mortgagor will deliver to the Mortgagee a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to the Mortgagee; and that the aforesaid insurance shall not be subject to cancellation except after at least thirty (30) days' prior written notice to Mortgagee. The full replacement cost of buildings, improvements and Equipment shall be determined from time to time at Mortgagee's request by an insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that the buildings, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove required, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% of the annual gross rental of the Premises based on 100% occupancy. Mortgagor shall not carry separate insurance concurrent in kind or form and contributing in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other insurance with respect to the Premises and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time to time may require, including, without limitation, builder's risk insurance, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish to Mortgagee, upon request, a certificate signed by an authorized individual containing a detailed list of the insurance policies then outstanding and in force on the Premises. In the event of a foreclosure of this Mortgage the purchaser of the Premises shall succeed to all the rights of the Mortgagor, including any right to unearned premiums, in and to all policies of insurance assigned and delivered to the Mortgagee pursuant to the provisions of this Article and Mortgagor hereby irrevocably constitutes and appoints Mortgagee as the true and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy and all such rights. If the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policies, the Mortgagee may, at the option of the Mortgagee, obtain such insurance to protect Mortgagee's interest in the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums therefor, and Mortgagor will reimburse the Mortgagee for any premiums so paid, with the interest at the Default Rate stated in Article 5 hereof from the time of payment, within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement of such insurance, and the same shall be secured by this Mortgage. The insurance purchased by Mortgagee may, but need not, protect Mortgagor's interests. The coverage that Mortgagee purchases may not pay any claim that Mortgagor makes or any claim that is made against Mortgagor in connection with the Premises. Mortgagor may later cancel any insurance purchased by Mortgagee, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance as Leased Property required by this Mortgage. If Mortgagee purchases insurance for the Premises, Mortgagor will be responsible for the costs of that insurance, including interest at the Default Rate and any other charges Mortgagee may impose in connection with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The cost of the insurance shall be additional indebtedness evidenced by the Note and secured by this Mortgage. Mortgagor acknowledges that the cost of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its own.subparagraph b.

Insurance and Casualty. That Throughout the Mortgagor Term, Tenant will keep all Improvements (including all alterations, additions and changes made to the buildings Improvements) which are located within the Leased Property insured under an all-risk property insurance policy (excluding from coverage damage by flood or earthquake, but not excluding other perils normally included within the definitions of extended coverage, vandalism and all other improvements malicious mischief) in the amount of one hundred percent (100%) of the replacement value with endorsements for contingent liability from operation of building laws, increased cost of construction and demolition costs which may be necessary to comply with building laws. Tenant will be responsible for determining the amount of property insurance to be maintained, but such coverage will be on an agreed value basis to eliminate the Premiseseffects of coinsurance. Such insurance shall be issued by an insurance company or companies rated by the A.M. Best Company of Oldwick, New Jersey as having a policyholder's rating of A or better and a reported financial information rating of X or better. Any deductible applicable to such insurance shall not exceed $500,000. Such insurance shall cover not only the value of Tenant's interest in the Improvements, but also the interest of Landlord, and such insurance shall include provisions that Landlord must be notified at least ten (10) days prior to any cancellation or reduction of insurance coverage. With this Lease Tenant shall deliver to Landlord a certificate from the Equipmentapplicable insurer or its authorized agent evidencing the insurance required by this subparagraph and any additional insurance which shall be taken out upon any part of the Leased Property. Thereafter, insured Tenant shall deliver to Landlord certificates from the applicable insurer or its authorized agent of renewals or replacements of all such policies of insurance at least five (5) days before any such insurance shall expire. Tenant further agrees that all such policies shall provide that proceeds thereunder will be payable to Landlord as Landlord's interest may appear. If Tenant fails to obtain any insurance required by this Lease or to provide confirmation of any such insurance as required by this Lease, Landlord shall be entitled (but not required) to obtain the insurance that Tenant has failed to obtain or for which Tenant has not provided the required confirmation and, without limiting Landlord's other remedies under the circumstances, Landlord may require Tenant to reimburse Landlord for the benefit cost of such insurance and to pay interest thereon computed at the Default Rate from the date such cost was paid by Landlord until the date of reimbursement by Tenant. In the event any of the Mortgagee Leased Property is destroyed or damaged by fire, explosion, windstorm, hail or by any other casualty against which insurance shall have been required hereunder, (i) Landlord may, but shall not be obligated to, make proof of loss if not made promptly by Tenant, (ii) each insurance company concerned is hereby authorized and directed to make payment for such loss directly to Landlord for application as required by Paragraph 4, and (iii) Landlord's consent must be obtained for any settlement, adjustment or compromise of any claims for loss, damage or destruction by fire, flood ( if available and required under the National Flood Act of 1986, as amended), lightning, windstorm, hail, explosion, riot, riot attending a strike, civil commotion, aircraft, vehicles and smoke as provided by the Standard Fire and Extended Coverage Policy and all other risks of direct physical loss as insured against under Special Extended Coverage Endorsement all in amounts approved from time to time by the Mortgagee but not less than the amount of the Note any policy or 100% of full replacement cost, whichever is greater, together with an agreed amount endorsement with separate values for each building and improvement, and when and to the extent required by the Mortgagee, against any other risk insured against by persons operating like properties in the locality of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction of the improvements on the Premises, Mortgagor shall provide Builder's Risk Insurance in such amounts and in the form required by Mortgagee; that all insurance herein provided for shall be in form, content, amounts and in companies approved by the Mortgagee with all premiums thereon paid not less than yearly in advance with evidence of payment thereof delivered to Mortgagee on demand; that regardless of the types or amounts of insurance required and approved by the Mortgagee, the Mortgagor will assign and deliver to the Mortgagee all policies of insurance (provided, that if any such claim is for less than $2,000,000 and no Event of Default shall have occurred and be continuing, Tenant alone shall have the right to settle, adjust or compromise the claim as Tenant deems appropriate; and, provided further, that any disagreement between Landlord and Tenant about the amount for which insure against any losssuch claim should be settled shall, at the request of either party, be resolved as provided in Exhibit D, unless an Event of Default shall have occurred and be continuing, in which case Landlord alone shall have the right to settle, adjust or compromise the claim as Landlord deems appropriate). If any casualty shall result in damage to or loss or destruction to the Premises and the Equipment, as collateral and further security for the payment of the money secured by this MortgageLeased Property in excess of $1,000,000, with loss payable Tenant shall give immediate notice thereof to Landlord and Paragraph 4 shall apply. Notwithstanding the Mortgagee pursuant to the Illinois Standard or other mortgagee clause satisfactory to the Mortgagee without contribution, and notwithstanding any acts or omissions of Mortgagor and with standard waiver of subrogation endorsements; that not less than thirty (30) days prior to the expiration dates of each policy required of the Mortgagor pursuant to this Article, the Mortgagor will deliver to the Mortgagee a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to the Mortgagee; and that the aforesaid insurance shall not be subject to cancellation except after at least thirty (30) days' prior written notice to Mortgagee. The full replacement cost of buildings, improvements and Equipment shall be determined from time to time at Mortgagee's request by an insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that the buildings, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove required, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% of the annual gross rental of the Premises based on 100% occupancy. Mortgagor shall not carry separate insurance concurrent in kind or form and contributing in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other insurance with respect to the Premises and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time to time may require, including, without limitation, builder's risk insurance, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish to Mortgagee, upon request, a certificate signed by an authorized individual containing a detailed list of the insurance policies then outstanding and in force on the Premises. In the event of a foreclosure of this Mortgage the purchaser of the Premises shall succeed to all the rights of the Mortgagor, including any right to unearned premiums, in and to all policies of insurance assigned and delivered to the Mortgagee pursuant to the foregoing provisions of this Article subparagraph 8.(r), following any fire or other casualty involving the Leased Property, if insurance proceeds totaling not more than $2,000,000 are to be recovered as a result thereof, or if in connection therewith Tenant shall have executed a Voluntary Minimum Pledge Commitment and Mortgagor hereby irrevocably constitutes delivered any additional Collateral required to satisfy such Voluntary Minimum Pledge Commitment, Tenant shall be entitled to receive directly and appoints Mortgagee hold such insurance proceeds, so long as no Event of Default shall have occurred and be continuing and so long as Tenant applies such proceeds towards the true restoration, replacement and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy and all such rights. If the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policies, the Mortgagee may, at the option repair of the Mortgagee, obtain such insurance to protect Mortgagee's interest in the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums therefor, and Mortgagor will reimburse the Mortgagee for any premiums so paid, with the interest at the Default Rate stated in Article 5 hereof from the time of payment, within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement of such insurance, and the same shall be secured by this Mortgage. The insurance purchased by Mortgagee may, but need not, protect Mortgagor's interests. The coverage that Mortgagee purchases may not pay any claim that Mortgagor makes or any claim that is made against Mortgagor in connection with the Premises. Mortgagor may later cancel any insurance purchased by Mortgagee, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance Leased Property as required by this Mortgage. If Mortgagee purchases insurance for the Premises, Mortgagor will be responsible for the costs of that insurance, including interest at the Default Rate and any other charges Mortgagee may impose in connection with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The cost of the insurance shall be additional indebtedness evidenced by the Note and secured by this Mortgage. Mortgagor acknowledges that the cost of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its ownsubparagraph 4.(b).

Insurance and Casualty. That (a) In addition to any insurance required by the Mortgagor will keep Lease, Sublessee shall obtain, at Sublessee’s sole cost and expense, and maintain during the buildings Sublease Term, the following insurance coverage: (i) a general liability insurance policy with a combined property damage, bodily injury and death liability limit or combination thereof of at least $5,000,000, which policy shall be primary and non-contributing as to claims relating to injury or damage that occurs within the Sublease Premises, and (ii) a property insurance policy covering all office furniture, business and trade fixtures, office equipment, movable partitions, merchandise and all other improvements on items of Sublessee’s property in the Sublease Premises, and the EquipmentSublessee’s Improvements (such insurance shall be written on an “all risks” of physical loss or damage basis, insured for the benefit full replacement cost value new without deduction for depreciation of the Mortgagee against losscovered items and in amounts that meet any co-insurance clauses of the policies of insurance, and shall include coverage for damage or destruction other loss caused by firefire or other peril, flood ( if available including vandalism and required under the National Flood Act malicious mischief, theft, water damage of 1986any type, as amended)including sprinkler leakage, lightning, windstorm, hail, explosion, riot, riot attending a strike, civil commotion, aircraft, vehicles and smoke as provided by the Standard Fire and Extended Coverage Policy and all other risks bursting or stoppage of direct physical loss as insured against under Special Extended Coverage Endorsement all in amounts approved from time to time by the Mortgagee but not less than the amount of the Note or 100% of full replacement cost, whichever is greater, together with an agreed amount endorsement with separate values for each building and improvementpipes, and when and to the extent explosion. Sublessee shall deliver a certificate of such insurance coverage including coverage required by the MortgageeLease), against any other risk insured against by persons operating like properties in the locality of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction of the improvements on the Premises, Mortgagor shall provide Builder's Risk Insurance in such amounts and in the form required by Mortgagee; that the Lease, to Sublessor contemporaneously with Sublessee’s execution of this Sublease, and shall from time to time thereafter deliver renewal certificates to Sublessor prior to the expiration of such insurance coverage. The company or companies writing such insurance, as well as the form of such insurance, shall at all insurance herein provided for times be subject to the Landlord’s approval in accordance with the provisions of the Lease and Sublessor’s reasonable approval and any such company or companies shall be licensed to do business in form, content, amounts and the jurisdiction in companies approved which the Sublease Premises are located. In addition to any others required by the Mortgagee with all premiums thereon paid not less than yearly in advance with evidence of payment thereof delivered to Mortgagee on demand; that regardless of the types or amounts of insurance required and approved by the MortgageeLease, the Mortgagor will assign Landlord and deliver Sublessor shall be named as additional insureds on all general liability insurance policies and as loss payee on all property insurance policies Sublessee is required to the Mortgagee all maintain hereunder, which policies of insurance which insure against any loss, damage or destruction to the Premises and the Equipment, as collateral and further security for the payment of the money secured by this Mortgage, with loss payable to the Mortgagee pursuant to the Illinois Standard or other mortgagee clause satisfactory to the Mortgagee without contribution, and notwithstanding any acts or omissions of Mortgagor and with standard waiver of subrogation endorsements; shall contain provisions that they cannot be canceled except upon not less than thirty (30) days prior to the expiration dates of each policy required of the Mortgagor pursuant to this Article, the Mortgagor will deliver to the Mortgagee a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to the Mortgagee; and that the aforesaid insurance shall not be subject to cancellation except after at least thirty (30) days' ’ prior written notice to Mortgagee. The full replacement cost of buildings, improvements and Equipment shall be determined from time to time at Mortgagee's request by an insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that the buildings, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such all additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove required, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% of the annual gross rental of the Premises based on 100% occupancy. Mortgagor shall not carry separate insurance concurrent in kind or form and contributing in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other insurance with respect to the Premises and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time to time may require, including, without limitation, builder's risk insurance, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish to Mortgagee, upon request, a certificate signed by an authorized individual containing a detailed list of the insurance policies then outstanding and in force on the Premises. In the event of a foreclosure of this Mortgage the purchaser of the Premises shall succeed to all the rights of the Mortgagor, including any right to unearned premiums, in and to all policies of insurance assigned and delivered to the Mortgagee pursuant to the provisions of this Article and Mortgagor hereby irrevocably constitutes and appoints Mortgagee as the true and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy and all such rights. If the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policies, the Mortgagee may, at the option of the Mortgagee, obtain such insurance to protect Mortgagee's interest in the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums therefor, and Mortgagor will reimburse the Mortgagee for any premiums so paid, with the interest at the Default Rate stated in Article 5 hereof from the time of payment, within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement of such insurance, and the same shall be secured by this Mortgage. The insurance purchased by Mortgagee may, but need not, protect Mortgagor's interests. The coverage that Mortgagee purchases may not pay any claim that Mortgagor makes or any claim that is made against Mortgagor in connection with the Premises. Mortgagor may later cancel any insurance purchased by Mortgagee, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance as required by this Mortgage. If Mortgagee purchases insurance for the Premises, Mortgagor will be responsible for the costs of that insurance, including interest at the Default Rate and any other charges Mortgagee may impose in connection with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The cost of the insurance shall be additional indebtedness evidenced by the Note and secured by this Mortgage. Mortgagor acknowledges that the cost of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its owninsureds.

Insurance and Casualty. That Throughout the Mortgagor Term, Tenant shall keep all Improvements (other than Improvements consisting only of grading and other site work) and tangible Personal Property covered by insurance against damage or destruction by fire or other casualty in the amount of one hundred percent (100%) of the replacement value. The policy or policies under which such insurance is maintained shall include endorsements for contingent liability from operation of building laws and increased cost of construction and demolition costs which may be necessary to comply with building laws. Such insurance shall, except to the extent provided under a builder's risk policy maintained as required by subparagraph 6(c)(iii)b) above during the construction of any Construction Project, be provided under an all-risk property insurance policy (not excluding from coverage perils normally included within the definitions of extended coverage, vandalism and malicious mischief and flood, but not including earthquake coverage). Tenant will keep be responsible for determining the buildings amount of property insurance to be maintained, but such coverage will be on an agreed value basis to eliminate the effects of coinsurance. Such insurance shall be issued by an insurance company or companies rated by the A.M. Best Company of Oldwick, New Jersey as having a policyholder's rating of A or better and a reported financial information rating of X or better. Any deductible applicable to such insurance shall not exceed $1,000,000. Such insurance shall cover not only the value of Tenant's interest in the applicable Improvements and tangible Personal Property, but also the interest of Landlord, and such insurance shall include provisions that Landlord must be notified at least ten (10) days prior to any cancellation or reduction of insurance coverage. With this Lease Tenant shall deliver to Landlord a certificate from the applicable insurer or its authorized agent evidencing the insurance required by this subparagraph and any additional insurance which shall be taken out upon any part of the Leased Property. Thereafter during the Term, Tenant shall deliver to Landlord certificates from the applicable insurer or its authorized agent in form reasonably satisfactory to Landlord evidencing renewals or replacements of all such policies of insurance at least fifteen (15) days before any such insurance shall expire. Tenant further agrees that all such policies shall provide that proceeds thereunder will be payable to Landlord as Landlord's interest may appear, without reduction because of any negligence or other acts or omissions of Tenant (including any use of the Leased Property by Tenant for a purpose more hazardous than that permitted by the terms of the applicable insurance policy). If Tenant fails to obtain any insurance required by this Lease or to provide confirmation of any such insurance as required by this Lease, Landlord shall be entitled (but not required) to obtain the insurance that Tenant has failed to obtain or for which Tenant has not provided the required confirmation and, without limiting Landlord's other remedies under the circumstances, Landlord may require Tenant to reimburse Landlord for the cost of such insurance and to pay interest thereon computed at the Default Rate from the date such cost was paid by Landlord until the date of reimbursement by Tenant. In the event any of the Leased Property is destroyed or damaged by fire, explosion, windstorm, hail or by any other casualty against which insurance shall have been required hereunder, (i) Landlord may, but shall not be obligated to, make proof of loss if not made promptly by Tenant, (ii) each insurance company concerned is hereby authorized and directed to make payment for such loss directly to Landlord for application as required by Paragraph 4, and (iii) Landlord may settle, adjust or compromise any and all other improvements on the Premises, and the Equipment, insured claims for the benefit of the Mortgagee against loss, damage or destruction by fire, flood ( if available and required under the National Flood Act of 1986, as amended), lightning, windstorm, hail, explosion, riot, riot attending a strike, civil commotion, aircraft, vehicles and smoke as provided by the Standard Fire and Extended Coverage Policy and all other risks of direct physical loss as insured against under Special Extended Coverage Endorsement all in amounts approved from time to time by the Mortgagee but not less than the amount of the Note any policy or 100% of full replacement cost, whichever is greater, together with an agreed amount endorsement with separate values for each building and improvement, and when and to the extent required by the Mortgagee, against any other risk insured against by persons operating like properties in the locality of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction of the improvements on the Premises, Mortgagor shall provide Builder's Risk Insurance in such amounts and in the form required by Mortgagee; that all insurance herein provided for shall be in form, content, amounts and in companies approved by the Mortgagee with all premiums thereon paid not less than yearly in advance with evidence of payment thereof delivered to Mortgagee on demand; that regardless of the types or amounts of insurance required and approved by the Mortgagee, the Mortgagor will assign and deliver to the Mortgagee all policies of insurance which insure against (provided, that if any losssuch claim is for less than $10,000,000 and no Event of Default shall have occurred and be continuing, Tenant shall have the right to settle, adjust or compromise the claim as Tenant deems appropriate; and, provided further, that so long as no Event of Default shall have occurred and be continuing, Landlord must provide Tenant with at least forty-five (45) days notice of Landlord's intention to settle any such claim before settling it unless Tenant shall already have approved of the settlement by Landlord). If any casualty shall result in damage to or loss or destruction to the Premises and the Equipment, as collateral and further security for the payment of the money secured by this MortgageLeased Property in excess of $1,000,000, with loss payable Tenant shall give immediate notice thereof to the Mortgagee pursuant to the Illinois Standard or other mortgagee clause satisfactory to the Mortgagee without contribution, Landlord and notwithstanding any acts or omissions of Mortgagor and with standard waiver of subrogation endorsements; that not less than thirty (30) days prior to the expiration dates of each policy required of the Mortgagor pursuant to this Article, the Mortgagor will deliver to the Mortgagee a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to the Mortgagee; and that the aforesaid insurance Paragraph 4 shall not be subject to cancellation except after at least thirty (30) days' prior written notice to Mortgagee. The full replacement cost of buildings, improvements and Equipment shall be determined from time to time at Mortgagee's request by an insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that the buildings, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove required, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% of the annual gross rental of the Premises based on 100% occupancy. Mortgagor shall not carry separate insurance concurrent in kind or form and contributing in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other insurance with respect to the Premises and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time to time may require, including, without limitation, builder's risk insurance, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish to Mortgagee, upon request, a certificate signed by an authorized individual containing a detailed list of the insurance policies then outstanding and in force on the Premisesapply. In the event that insurance proceeds totaling not more than $1,000,000 are collected as a result of a foreclosure fire or other casualty involving the Leased Property, Tenant may directly receive such proceeds so long as no Event of this Mortgage Default shall have occurred and be continuing and so long as Tenant applies such proceeds towards the purchaser restoration, replacement and repair of the Premises shall succeed to all the rights of the Mortgagor, including any right to unearned premiums, in and to all policies of insurance assigned and delivered to the Mortgagee pursuant to the provisions of this Article and Mortgagor hereby irrevocably constitutes and appoints Mortgagee Leased Property as the true and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy and all such rights. If the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policies, the Mortgagee may, at the option of the Mortgagee, obtain such insurance to protect Mortgagee's interest in the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums therefor, and Mortgagor will reimburse the Mortgagee for any premiums so paid, with the interest at the Default Rate stated in Article 5 hereof from the time of payment, within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement of such insurance, and the same shall be secured by this Mortgage. The insurance purchased by Mortgagee may, but need not, protect Mortgagor's interests. The coverage that Mortgagee purchases may not pay any claim that Mortgagor makes or any claim that is made against Mortgagor in connection with the Premises. Mortgagor may later cancel any insurance purchased by Mortgagee, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance as required by this Mortgage. If Mortgagee purchases insurance for the Premises, Mortgagor will be responsible for the costs of that insurance, including interest at the Default Rate and any other charges Mortgagee may impose in connection with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The cost of the insurance shall be additional indebtedness evidenced by the Note and secured by this Mortgage. Mortgagor acknowledges that the cost of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its ownprovided under subparagraph 4(a)(iv).

Insurance and Casualty. That the Mortgagor Grantor will keep the buildings and all other improvements on Property insured ---------------------- against loss or damage by fire, explosion, windstorm, hail, flood (as to any portion of the PremisesProperty which shall at any time be located in an identified "flood prone" area in which flood insurance has been made available pursuant to the Flood Disaster Protection Act of 1973, and then in the Equipmentamount of the outstanding balance of the Notes or the maximum amount of coverage available, whichever is less), tornado and such other hazards as required by the Administrative Agent and consistent with industry standards. Notwithstanding the foregoing, Grantor further covenants and agrees to keep the property insured by policies of fire, extended coverage and other insurance in such company or companies reasonably acceptable to the Administrative Agent and upon such terms and provisions, and with such endorsements, all as reasonably may be acceptable to the Administrative Agent and consistent with industry standards. Grantor further agrees that Grantor will deliver to the Administrative Agent receipts evidencing the payment of all premiums, and certificates of insurance addressed to the Administrative Agent evidencing compliance with the insurance requirements set forth herein and, when appropriate, evidencing renewals of all such policies of insurance before any such insurance shall expire. All insurance policies required pursuant to this subparagraph (f) shall contain a prohibition against cancellation, material endorsement, material alteration or reissuance of such policy effecting a change in coverage thereunder unless such insurer first shall have given the Administrative Agent 30 days prior written notice thereof. All fire, extended and other insurance coverage insurance policies required hereunder shall be on a replacement cost basis in an amount not less than that necessary to comply with any co-insurance percentage stipulated in the policy, but not less than one hundred percent (100%) of the Property's insurable value, and shall be subject to deductibles, if any, not to exceed $250,000. Grantor further agrees that all insurance policies shall provide that proceeds thereunder will be jointly payable to the Administrative Agent and Grantor, for the benefit of the Mortgagee against loss, damage Grantor and Banks as their interests may appear pursuant and subject to a mortgagee clause (without contribution) of standard form attached to or destruction by fire, flood ( if available and required under the National Flood Act of 1986, as amended), lightning, windstorm, hail, explosion, riot, riot attending otherwise made a strike, civil commotion, aircraft, vehicles and smoke as provided by the Standard Fire and Extended Coverage Policy and all other risks of direct physical loss as insured against under Special Extended Coverage Endorsement all in amounts approved from time to time by the Mortgagee but not less than the amount part of the Note or 100% of full replacement cost, whichever is greater, together with an agreed amount endorsement with separate values for each building and improvement, and when and to the extent required by the Mortgagee, against any other risk insured against by persons operating like properties in the locality of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction of the improvements on the Premises, Mortgagor shall provide Builder's Risk Insurance in such amounts and in the form required by Mortgagee; that all insurance herein provided for shall be in form, content, amounts and in companies approved by the Mortgagee with all premiums thereon paid not less than yearly in advance with evidence of payment thereof delivered to Mortgagee on demand; that regardless of the types or amounts of insurance required and approved by the Mortgagee, the Mortgagor will assign and deliver to the Mortgagee all policies of insurance which insure against any loss, damage or destruction to the Premises and the Equipment, as collateral and further security for the payment of the money secured by this Mortgage, with loss payable to the Mortgagee pursuant to the Illinois Standard or other mortgagee clause satisfactory to the Mortgagee without contribution, and notwithstanding any acts or omissions of Mortgagor and with standard waiver of subrogation endorsements; that not less than thirty (30) days prior to the expiration dates of each policy required of the Mortgagor pursuant to this Article, the Mortgagor will deliver to the Mortgagee a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to the Mortgagee; and that the aforesaid insurance shall not be subject to cancellation except after at least thirty (30) days' prior written notice to Mortgagee. The full replacement cost of buildings, improvements and Equipment shall be determined from time to time at Mortgagee's request by an insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that the buildings, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove required, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% of the annual gross rental of the Premises based on 100% occupancy. Mortgagor shall not carry separate insurance concurrent in kind or form and contributing in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other insurance with respect to the Premises and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time to time may require, including, without limitation, builder's risk insurance, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish to Mortgagee, upon request, a certificate signed by an authorized individual containing a detailed list of the insurance policies then outstanding and in force on the Premisesapplicable policy. In the event of a foreclosure of this Mortgage the purchaser any of the Premises shall succeed to all the rights of the Mortgagor, including any right to unearned premiums, in and to all policies of insurance assigned and delivered to the Mortgagee pursuant to the provisions of this Article and Mortgagor hereby irrevocably constitutes and appoints Mortgagee as the true and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy and all such rights. If the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policies, the Mortgagee may, at the option of the Mortgagee, obtain Property covered by such insurance to protect Mortgagee's interest in is destroyed or damaged by fire, explosion, windstorm, hail or by any other casualty against which insurance shall have been required hereunder, (i) the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums therefor, and Mortgagor will reimburse the Mortgagee for any premiums so paid, with the interest at the Default Rate stated in Article 5 hereof from the time of payment, within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement of such insurance, and the same shall be secured by this Mortgage. The insurance purchased by Mortgagee Administrative Agent may, but need notshall not be obligated to, protect Mortgagor's interests. The coverage that Mortgagee purchases may make proof of loss if not pay any claim that Mortgagor makes or any claim that made promptly by Grantor, (ii) each insurance company concerned is made against Mortgagor in connection with hereby authorized and directed to make payment for such loss jointly to the Premises. Mortgagor may later cancel any insurance purchased by MortgageeAdministrative Agent and Grantor, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance as required by this Mortgage. If Mortgagee purchases insurance for and (iii) the Premises, Mortgagor will be responsible for the costs of that insurance, including interest at the Default Rate and any other charges Mortgagee may impose in connection with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The cost of Administrative Agent shall apply the insurance shall be additional indebtedness evidenced by the Note and secured by this Mortgage. Mortgagor acknowledges that the cost of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its own.proceeds as follows:

Insurance and Casualty. That the Mortgagor Grantor will keep the buildings and all other improvements on the Premises, and the Equipment, Property ---------------------- insured for the benefit of the Mortgagee against loss, loss or damage or destruction by fire, flood ( if available and required under the National Flood Act of 1986, as amended), lightningexplosion, windstorm, hail, explosionflood (if the Property shall at any time be located in an identified "flood prone area" in which flood insurance has been made available pursuant to the Flood Disaster Protection Act of 1973), riot, riot attending a strike, civil commotion, aircraft, vehicles tornado and smoke such other hazards as provided may be required by the Standard Fire Noteholder by policies of fire, extended coverage and Extended Coverage Policy other insurance in such company or companies, in such amounts, upon such terms and provisions, and with such endorsements, all as may be acceptable to the Noteholder. Grantor will also provide such other risks of direct physical loss insurance as insured against under Special Extended Coverage Endorsement all in amounts approved the Noteholder may from time to time by the Mortgagee but not less than the amount of the Note or 100% of full replacement costrequire, whichever is greaterin such companies, together with an agreed amount endorsement with separate values for each building upon such terms and improvementprovisions, in such amounts, and when and to the extent required by the Mortgageewith such endorsements, against any other risk insured against by persons operating like properties in the locality of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction of the improvements on the Premises, Mortgagor shall provide Builder's Risk Insurance in such amounts and in the form required by Mortgagee; that all insurance herein provided for shall be in form, content, amounts and in companies as are approved by the Mortgagee with all premiums thereon paid not less than yearly in advance with evidence of payment thereof delivered to Mortgagee on demand; Noteholder. Grantor further agrees that regardless of the types or amounts of insurance required and approved by the Mortgagee, the Mortgagor will assign and deliver to the Mortgagee all policies of insurance which insure against any loss, damage or destruction to the Premises and the Equipment, as collateral and further security for the payment of the money secured by this Mortgage, with loss payable to the Mortgagee pursuant to the Illinois Standard or other mortgagee clause satisfactory to the Mortgagee without contribution, and notwithstanding any acts or omissions of Mortgagor and with standard waiver of subrogation endorsements; that not less than thirty (30) days prior to the expiration dates of each policy required of the Mortgagor pursuant to this Article, the Mortgagor Grantor will deliver to the Mortgagee a renewal policy or Noteholder certified copies of the original policies marked "premium paid" or accompanied by other evidence evidencing such insurance and any additional insurance which shall be taken out upon any part of the Property and receipts evidencing the payment satisfactory of all premiums, and will deliver certificates evidencing renewals of all such policies of insurance to the Mortgagee; and that the aforesaid Noteholder at least fifteen (15) days before any such insurance shall not be subject to cancellation except after at least thirty (30) days' prior written notice to Mortgageeexpire. The full replacement cost of buildings, improvements and Equipment shall be determined from time to time at Mortgagee's request by an insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that Without limiting the buildings, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove required, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% discretion of the annual gross rental of the Premises based on 100% occupancy. Mortgagor shall not carry separate insurance concurrent in kind or form and contributing in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other insurance Noteholder with respect to required endorsements to insurance policies, Grantor further agrees that all such policies shall provide that proceeds thereunder will be payable to the Premises Noteholder as its interest may appear pursuant and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time subject to time may require, including, a mortgagee clause (without limitation, builder's risk insurance, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish contribution) of standard form attached to Mortgagee, upon request, or otherwise made a certificate signed by an authorized individual containing a detailed list part of the insurance policies then outstanding and in force on the Premisesapplicable policy. In the event of a foreclosure of this Mortgage Deed of Trust, or other transfer of title to the purchaser Property in extinguishment in whole or in part of the Premises shall succeed to secured indebtedness, all the rights right, title and interest of the Mortgagor, including any right to unearned premiums, Grantor in and to all such policies of insurance assigned and delivered to then in force concerning the Mortgagee pursuant to the provisions of this Article and Mortgagor hereby irrevocably constitutes and appoints Mortgagee as the true and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy Property and all proceeds payable thereunder shall thereupon vest in the purchaser at such rightsforeclosure or the Noteholder or other transferee in the event of such other transfer of title. If In the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policies, the Mortgagee may, at the option event any of the Mortgagee, obtain Property covered by such insurance to protect Mortgagee's interest in is destroyed or damaged by fire, explosion, windstorm, hail or by any other casualty against which insurance shall have been required hereunder, (i) the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums therefor, and Mortgagor will reimburse the Mortgagee for any premiums so paid, with the interest at the Default Rate stated in Article 5 hereof from the time of payment, within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement of such insurance, and the same shall be secured by this Mortgage. The insurance purchased by Mortgagee Noteholder may, but need notshall not be obligated to, protect Mortgagormake proof of loss if not made promptly by Grantor, (ii) each insurance company concerned is hereby authorized and directed to make payment for such loss directly to the Noteholder instead of to Grantor, and (iii) the Noteholder shall have the right to apply the insurance proceeds first, to reimburse the Noteholder or the Trustee for all costs and expenses, including reasonable attorney's interests. The coverage that Mortgagee purchases may not pay any claim that Mortgagor makes or any claim that is made against Mortgagor fees, incurred in connection with the Premises. Mortgagor may later cancel collection of such proceeds and, second, the remainder of said proceeds shall be applied, at the discretion of the Noteholder, in payment (without premium or penalty) of the secured indebtedness, either in whole or in part, whether or not then due and payable, in the order determined by the Noteholder in its sole discretion, or to the repair, restoration or replacement, either partly or entirely, of the Property so destroyed or damaged, provided that, any insurance purchased proceeds held by Mortgageethe Noteholder to be applied to the repair, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance as required by this Mortgage. If Mortgagee purchases insurance for the Premises, Mortgagor will be responsible for the costs of that insurance, including interest at the Default Rate and any other charges Mortgagee may impose in connection with the placement restoration or replacement of the insuranceProperty shall be so held without payment or allowance of interest thereon and shall be paid out from time to time upon compliance by Grantor with such terms, until conditions and requirements as may be reasonably imposed by the effective date Noteholder. In any event, notwithstanding the occurrence of any casualty, the unpaid portion of the cancellation or expiration secured indebtedness shall remain in full force and effect (except to the extent of application of insurance proceeds as provided above) and Grantor shall not be excused in the insurance. The cost of the insurance shall be additional indebtedness evidenced by the Note and secured by this Mortgage. Mortgagor acknowledges that the cost of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its own.payment

Insurance and Casualty. That From and after the Mortgagor will keep Commencement Date, the buildings Tenant shall procure and all other improvements on the Premisesmaintain policies of insurance, including, without limitation, casualty and the Equipment, insured rental interruption insurance for the benefit Property, at its sole cost and expense, during the entire term of this Master Lease with terms and coverages and companies reasonably satisfactory to the Mortgagee against loss, damage or destruction by fire, flood ( if available Landlord and required under with such increases in limits as the National Flood Act of 1986, as amended), lightning, windstorm, hail, explosion, riot, riot attending a strike, civil commotion, aircraft, vehicles and smoke as provided by the Standard Fire and Extended Coverage Policy and all other risks of direct physical loss as insured against under Special Extended Coverage Endorsement all in amounts approved Landlord may from time to time by reasonably request, including all insurance required under the Mortgagee but not less than Mortgage Loan Documents and/or under any property management agreement and the amount of Commercial Subleases. Alternatively, the Note or 100% of full replacement cost, whichever is greater, together with an agreed amount endorsement with separate values for each building Landlord may cause such policies to be procured and improvementmaintained, and when and to the extent required by Tenant shall reimburse the MortgageeLandlord for the cost thereof, against any other risk insured against by persons operating like properties in upon demand. If the locality Landlord provides policies of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction of the improvements on the Premisesinsurance, Mortgagor shall provide Builder's Risk Insurance in such amounts and in the form required by Mortgagee; that all insurance herein provided for policies shall be in form, content, amounts all risk coverage exclusive of footings and in companies approved by the Mortgagee with all premiums thereon paid not less than yearly in advance with evidence of payment thereof delivered to Mortgagee on demand; that regardless of the types or amounts foundations. All policies of insurance required hereunder which insure against loss or damage to the Property shall provide that the proceeds thereof (or so much of such proceeds as pertain to loss or damage to the Property) shall be payable to the Landlord, and approved by if the MortgageeLandlord so requests, shall also be payable to any contract purchaser of the Mortgagor will assign Property and any holder of a Mortgage, as the interest of such purchaser or holder of a Mortgage appears pursuant to a standard additional insured clause. The Tenant shall not, on Tenant’s own initiative or pursuant to request or requirement of any third party, take out separate insurance concurrent in form or contributing in the event of loss with that required hereunder, unless the Landlord is included therein as an additional insured with loss payable as in this Section, provided the Tenant shall immediately notify the Landlord and any such holder of a Mortgage whenever any such separate insurance is taken out and shall deliver to the Mortgagee all Landlord and any such holder of a Mortgage duplicate originals thereof or original certificates evidencing the same with true copies of such insurance policies attached. All such policies of insurance which insure against shall provide that any loss, damage or destruction to the Premises and the Equipment, as collateral and further security for the payment of the money secured by this Mortgage, with loss shall be payable to the Mortgagee pursuant Landlord and any such holder of a Mortgage notwithstanding any act or omission of the Tenant which might otherwise result in a forfeiture or reduction of such insurance. Prior to the Illinois Standard or other mortgagee clause satisfactory Commencement Date (unless the Landlord has elected to procure the policies of insurance as provided above), the Tenant shall furnish to the Mortgagee without contributionLandlord and any such holder of a Mortgage policies or certificates evidencing such coverage, and notwithstanding any acts which policies or omissions of Mortgagor and with standard waiver of subrogation endorsements; certificates shall state that not less than thirty (30) days prior to the expiration dates of each policy required of the Mortgagor pursuant to this Article, the Mortgagor will deliver to the Mortgagee a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to the Mortgagee; and that the aforesaid such insurance shall coverage may not be subject to cancellation except after reduced, cancelled or not renewed without at least thirty (30) days' ’ prior written notice to Mortgagee. The full replacement cost the Landlord, the Tenant and any such holder of buildingsa Mortgage (unless such cancellation is due to nonpayment of premium, improvements and Equipment and, in that case, only twenty (20) days’ prior written notice shall be determined from time to time at Mortgagee's request by an sufficient). Each insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that the buildingspolicy shall, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove requiredextent obtainable, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% contain provisions that no act or negligence of the annual gross rental Tenant or any subtenant or occupant of the Premises based on 100% occupancy. Mortgagor Property, or its or their contractors or subcontractors or their agents or employees which might otherwise result in a forfeiture of such insurance or any part thereof, shall not carry separate in any way affect the validity or enforceability of such insurance concurrent in kind or form and contributing in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other insurance with respect to the Premises and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time to time may require, including, without limitation, builder's risk insurance, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish to Mortgagee, upon request, a certificate signed by an authorized individual containing a detailed list of the insurance policies then outstanding and in force on the Premises. In the event of a foreclosure of this Mortgage the purchaser of the Premises shall succeed to all the rights of the Mortgagor, including any right to unearned premiums, in and to all policies of insurance assigned and delivered to the Mortgagee pursuant to the provisions of this Article and Mortgagor hereby irrevocably constitutes and appoints Mortgagee insofar as the true and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy and all such rightsLandlord or any Mortgage is concerned. If the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policiesTenant shall fail to maintain any such insurance required hereunder, the Mortgagee Landlord may, at the option Landlord’s election, after fifteen (15) days’ written notice to the Tenant, procure the same, and the premium cost shall be Additional Rent, immediately due and payable, it being hereby expressly covenanted and agreed that payment by the Landlord of such premium shall not be deemed to waive or release the obligation of the MortgageeTenant to payment thereof or any of the Landlord’s other rights hereunder. Subject to the requirements of the Mortgage Loan Documents and the terms of Article 2 of Exhibit D, obtain such insurance to protect Mortgagee's interest proceeds recovered by reason of destruction of the improvements on the Property shall be held in the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums thereforescrow, and Mortgagor will reimburse such proceeds shall be used by Landlord to repair and restore the Mortgagee for any premiums improvements so paid, damaged to substantially the same condition as existed immediately prior to the damage or destruction and substantially in accordance with the interest at Property Documents other than leasehold improvements that are not covered by insurance. Any excess may be applied first to the Default Rate stated in Article 5 hereof from Landlord to cover any past due Rent and then the time balance, if any, to the Tenant. Subject to the requirements of paymentthe Mortgage Loan Documents, if the insurance proceeds are insufficient to pay for the full cost of repair and restoration of the improvements, the Tenant shall deposit the deficiency with the Landlord within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement payment of such insuranceinsurance proceeds by the insurance carrier, and the same such sum shall be secured disbursed by this Mortgage. The insurance purchased by Mortgagee may, but need not, protect Mortgagor's interests. The coverage that Mortgagee purchases may not pay any claim that Mortgagor makes or any claim that is made against Mortgagor in connection with the Premises. Mortgagor may later cancel any insurance purchased by Mortgagee, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance as required by this Mortgage. If Mortgagee purchases insurance for the Premises, Mortgagor will be responsible for the costs of that insurance, including interest at the Default Rate and any other charges Mortgagee may impose in connection with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The cost Landlord following disbursement of the insurance shall be additional indebtedness evidenced by proceeds to pay for the Note and secured by this Mortgage. Mortgagor acknowledges that the cost completion of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its ownrepair and restoration.

Insurance and Casualty. That the Mortgagor Grantor will keep the buildings and all other improvements on the Premises, and the Equipment, Mortgaged Property insured for the benefit of the Mortgagee against loss, loss or damage or destruction by fire, flood ( if available and required under the National Flood Act of 1986, as amended), lightningexplosion, windstorm, hail, explosionflood (if the Mortgaged Property shall at any time be located in an identified "flood prone area" in which flood insurance has been made available pursuant to the Flood Disaster Protection Act of 1973), riottornado and such other hazards as may be required by Noteholder by policies of fire, riot attending a strikeextended coverage and other insurance in such company or companies, civil commotionin such amounts, aircraftupon such terms and provisions, vehicles and smoke with such endorsements, all as provided by the Standard Fire and Extended Coverage Policy and all may be acceptable to Noteholder. Grantor will also provide such other risks of direct physical loss insurance as insured against under Special Extended Coverage Endorsement all in amounts approved Noteholder may from time to time require, in such companies, upon such terms and provisions, in such amounts, and with such endorsements, all as are approved by Noteholder. Grantor further agrees that Grantor will deliver to Noteholder the Mortgagee but not less than the amount original policies evidencing such insurance and any additional insurance which shall be taken out upon any part of the Note or 100% Mortgaged Property and receipts evidencing the payment of full replacement cost, whichever is greater, together with an agreed amount endorsement with separate values for each building and improvementall premiums, and when and to the extent required by the Mortgagee, against any other risk insured against by persons operating like properties in the locality will deliver certificates evidencing renewals of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction of the improvements on the Premises, Mortgagor shall provide Builder's Risk Insurance in all such amounts and in the form required by Mortgagee; that all insurance herein provided for shall be in form, content, amounts and in companies approved by the Mortgagee with all premiums thereon paid not less than yearly in advance with evidence of payment thereof delivered to Mortgagee on demand; that regardless of the types or amounts of insurance required and approved by the Mortgagee, the Mortgagor will assign and deliver to the Mortgagee all policies of insurance which insure against to Noteholder at least fifteen (15) days before any losssuch insurance shall expire. Without limiting the discretion of Noteholder with respect to required endorsements to insurance policies, damage Grantor further agrees that all such policies shall provide that proceeds thereunder will be payable to Noteholder as its interest may appear pursuant and subject to a mortgage clause (without contribution) of standard form attached to or destruction to the Premises and the Equipment, as collateral and further security for the payment otherwise made a part of the money secured by applicable policy. In the event of foreclosure of this Mortgage, with loss payable or other transfer of title to the Mortgagee pursuant Mortgaged Property in extinguishment in whole or in part of the Indebtedness, all right, title and interest of Grantor in and to such policies then in force concerning the Illinois Standard Mortgaged Property and all proceeds payable thereunder shall thereupon vest in the purchaser at such foreclosure or Noteholder or other mortgagee clause satisfactory to the Mortgagee without contribution, and notwithstanding any acts or omissions of Mortgagor and with standard waiver of subrogation endorsements; that not less than thirty (30) days prior to the expiration dates of each policy required of the Mortgagor pursuant to this Article, the Mortgagor will deliver to the Mortgagee a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to the Mortgagee; and that the aforesaid insurance shall not be subject to cancellation except after at least thirty (30) days' prior written notice to Mortgagee. The full replacement cost of buildings, improvements and Equipment shall be determined from time to time at Mortgagee's request by an insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that the buildings, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove required, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% of the annual gross rental of the Premises based on 100% occupancy. Mortgagor shall not carry separate insurance concurrent in kind or form and contributing transferee in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other transfer of title. In the event any of the Mortgaged Property covered by such insurance with respect is destroyed or damaged by fire, explosion, windstorm, hail or by any other casualty against which insurance shall have been required hereunder, (i) Noteholder may, but shall not be obligated to, make proof of loss if not made promptly by Grantor; (ii) each insurance company concerned is hereby authorized and directed to make payment for such loss directly to Noteholder instead of to Grantor; and (iii) Noteholder shall have the Premises right to apply the insurance proceeds first, to reimburse Noteholder or Trustee for all costs and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time to time may requireexpenses, including, without limitation, builder's risk insurancereasonable attorneys' fees, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish to Mortgagee, upon request, a certificate signed by an authorized individual containing a detailed list of the insurance policies then outstanding and in force on the Premises. In the event of a foreclosure of this Mortgage the purchaser of the Premises shall succeed to all the rights of the Mortgagor, including any right to unearned premiums, in and to all policies of insurance assigned and delivered to the Mortgagee pursuant to the provisions of this Article and Mortgagor hereby irrevocably constitutes and appoints Mortgagee as the true and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy and all such rights. If the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policies, the Mortgagee may, at the option of the Mortgagee, obtain such insurance to protect Mortgagee's interest in the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums therefor, and Mortgagor will reimburse the Mortgagee for any premiums so paid, with the interest at the Default Rate stated in Article 5 hereof from the time of payment, within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement of such insurance, and the same shall be secured by this Mortgage. The insurance purchased by Mortgagee may, but need not, protect Mortgagor's interests. The coverage that Mortgagee purchases may not pay any claim that Mortgagor makes or any claim that is made against Mortgagor incurred in connection with the Premisescollection of such proceeds and, second, the remainder of said proceeds shall be applied as set forth in the Loan Agreement. Mortgagor may later cancel In any insurance purchased by Mortgagee, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance as required by this Mortgageevent the unpaid portion of the Indebtedness shall remain in full force and effect and Grantor shall not be excused in the payment thereof. If Mortgagee purchases any act or occurrence of any kind or nature (including any casualty on which insurance was not obtained or obtainable) shall result in damage to or loss or destruction of the Mortgaged Property, Grantor shall give immediate written notice thereof to Noteholder and, unless otherwise so instructed by Noteholder, shall promptly, at Grantor's sole cost and expense and regardless of whether the insurance proceeds, if any, shall be sufficient for the Premisespurpose, Mortgagor will be responsible for restore, repair, replace and rebuild the costs of that insuranceMortgaged Property as nearly as possible to its value, including interest at the Default Rate condition and any other charges Mortgagee may impose character immediately prior to such damage, loss or destruction in connection accordance with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The cost of the insurance shall be additional indebtedness evidenced plans and specifications submitted to and approved by the Note and secured by this Mortgage. Mortgagor acknowledges that the cost of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its ownNoteholder.

Insurance and Casualty. That the Mortgagor will keep the buildings and all other improvements on the Premises, and the Equipment, insured for the benefit (a) On or prior to commencement of construction of the Mortgagee against lossFacilities, damage the Tribe shall obtain, the cost of which shall be payable from (i) Financing proceeds during construction or destruction by fire, flood ( if available and required under the National Flood Act of 1986, as amended), lightning, windstorm, hail, explosion, riot, riot attending a strike, civil commotion, aircraft, vehicles and smoke as provided (ii) operating revenues generated by the Standard Fire Project following completion of construction, adequate liability and Extended Coverage Policy property insurance (including business interruption insurance) with respect to the Project, including a property insurance policy with coverage for flood, earthquake, vandalism, malicious mischief and all such other risks of direct physical loss as insured against insurable hazards as, under Special Extended Coverage Endorsement all in amounts approved good insurance practices, from time to time are insured against for other property, buildings and uses similar to that contemplated by the Mortgagee but not less than the Project. The amount of the Note or property insurance policy shall not be less than one hundred percent (100% of full replacement cost, whichever is greater, together with an agreed amount endorsement with separate values for each building and improvement, and when and to the extent required by the Mortgagee, against any other risk insured against by persons operating like properties in the locality %) of the Premises; the Policy shall include coverage against acts of terrorism; that prior to completion of construction replacement cost value of the improvements on the Premises, Mortgagor Property. Liability policy limits and coverages shall provide Builder's Risk Insurance in such amounts be commercially reasonable and in the form otherwise conform with all Project lender requirements. All policies of insurance required by Mortgagee; that all insurance herein provided for this Agreement (A) shall be in form, content, amounts and in companies approved issued by the Mortgagee an insurer with all premiums thereon paid a claims paying ability rating of not less than yearly in advance with evidence of payment thereof delivered “AA” (or the equivalent) by Standard & Poors and one other rating agency or A- or better as to Mortgagee on demand; that regardless of claims paying ability by AM Best, unless more stringent requirements are imposed under the types Compact or amounts of insurance required and approved by the MortgageeFinancing in which event such other more stringent requirements shall apply, (B) shall name Developer, for the Mortgagor will assign and deliver to the Mortgagee all policies benefit of insurance which insure against any loss, damage or destruction to the Premises and the EquipmentDeveloper, as collateral an additional insured, (C) shall be maintained throughout the term of this Agreement without cost to Developer, (D) shall contain such provisions as Developer deems reasonably necessary or desirable to protect its interest (including, without limitation, endorsements providing that neither the Tribe, Developer nor any other Party shall be a co-insurer under said policies and further security for the payment that Developer shall receive at least thirty (30) days prior written notice of the money secured by this Mortgageany modification, with loss payable to the Mortgagee pursuant to the Illinois Standard reduction or other mortgagee clause satisfactory to the Mortgagee without contributioncancellation), and notwithstanding any acts or omissions of Mortgagor and with standard (E) shall contain a waiver of subrogation endorsements; that not less against Developer and (F) shall be reasonably satisfactory in form and substance to Developer and reasonably approved by Developer as to form, risk coverage, deductibles, loss payees and insureds. Copies of said policies, certified as true and correct by the Tribe, or insurance certificates thereof, shall be delivered to Developer. Not later than thirty (30) days prior to the expiration dates date of each policy required of the Mortgagor pursuant to this Article, the Mortgagor will deliver to the Mortgagee a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to the Mortgagee; and that the aforesaid insurance shall not be subject to cancellation except after at least thirty (30) days' prior written notice to Mortgagee. The full replacement cost of buildings, improvements and Equipment shall be determined from time to time at Mortgagee's request by an insurance appraiser selected by Mortgagee and paid for by Mortgagor. The insurance appraiser shall submit a written report of his appraisal and if said report shows that the buildings, improvements and Equipment are not insured as herein required, Mortgagor shall promptly obtain such additional insurance as is required. No policy of insurance required hereunder shall contain deductible provisions which have not been approved by Mortgagee. In addition to the insurance coverage hereinabove required, Mortgagor shall maintain loss of rent insurance in an amount equal to not less than 100% of the annual gross rental of the Premises based on 100% occupancy. Mortgagor shall not carry separate insurance concurrent in kind or form and contributing in the event of loss, with any insurance required hereby. Mortgagor shall also obtain and maintain for itself, its beneficiaries and Mortgagee, broad form comprehensive general liability insurance, property damage insurance and workmen's compensation insurance, in each case, in form, and content and amount satisfactory to Mortgagee. Mortgagor shall also obtain and maintain such other insurance with respect to the Premises and the buildings, improvements and Equipment thereon in such amounts and against such insurable hazards as Mortgagee from time to time may require, including, without limitation, builder's risk insurance, sinkhole, boiler and machinery insurance, and insurance against flood risk. Mortgagor shall furnish to Mortgagee, upon request, a certificate signed by an authorized individual containing a detailed list of the insurance policies then outstanding and in force on the Premises. In the event of a foreclosure of this Mortgage the purchaser of the Premises shall succeed to all the rights of the Mortgagor, including any right to unearned premiums, in and to all policies of insurance assigned and delivered to the Mortgagee pursuant to the provisions of this Article and Mortgagor hereby irrevocably constitutes and appoints Mortgagee as the true and lawful attorney-in-fact of Mortgagor with full power of substitution for Mortgagor and in its name, place and stead to so assign each policy and all such rights. If the Mortgagor defaults in so insuring the Premises or in so assigning and delivering the policies, the Mortgagee may, at the option Tribe will deliver to Developer satisfactory evidence of the Mortgagee, obtain such insurance to protect Mortgagee's interest renewal of each policy in the Premises using such carriers and agencies as Mortgagee shall elect from year to year and pay the premiums therefor, and Mortgagor will reimburse the Mortgagee for any premiums so paid, accordance with the interest at the Default Rate stated in Article 5 hereof from the time terms of payment, within thirty (30) days after the date Mortgagee gives Mortgagor notice of the placement of such insurance, and the same this Agreement. Such policies shall be secured maintained in effect by this Mortgage. The insurance purchased by Mortgagee may, but need not, protect Mortgagor's interests. The coverage that Mortgagee purchases may not pay any claim that Mortgagor makes or any claim that is made against Mortgagor in connection with the Premises. Mortgagor may later cancel any insurance purchased by Mortgagee, but only after providing Mortgagee with evidence that Mortgagor has obtained insurance as required by this Mortgage. If Mortgagee purchases insurance Tribe for the Premises, Mortgagor will be responsible for the costs entire term of that insurance, including interest at the Default Rate and any other charges Mortgagee may impose in connection with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The cost of the insurance shall be additional indebtedness evidenced by the Note and secured by this Mortgage. Mortgagor acknowledges that the cost of the insurance obtained by Mortgagee may be more than the cost of such insurance Mortgagor may be able to obtain on its ownAgreement.