Common use of Insurance Coverage Requirements Clause in Contracts

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) of the Allocated Loan Amount of the affected Individual Property so long as no Event of Default has occurred and is continuing. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewith, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrowershall, at its sole cost and expense, keep or cause to procure be kept in full force and maintain effect insurance coverage of the types and minimum limits as follows (and to the extent the Citibank Lease requires insurance coverage exceeding the minimum requirements set forth herein, in accordance with such specific Citibank Lease requirement) during the term of this Agreement; provided that for so long as the Existing Citibank Lease is in effect, (i) the insurance policies coverages required in the Existing Citibank Lease as of the date hereof shall be deemed to satisfy the requirements of Section 6.1.11, (ii) the insuring of the Property by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect Citibank Tenant pursuant to the Existing Citibank Lease (or, if the Citibank Tenant is in default of its obligations to insure the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement under the Existing Citibank Lease, by Borrower in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or deniedlieu thereof; provided, furtherhowever, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) of the Allocated Loan Amount of the affected Individual Property so long as no Event of Default has occurred and is continuing. Any proceeds of in such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewith, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine instance Borrower shall cause Mortgage Borrower nevertheless still be required to promptly provide any certificates of insurance and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage deliverables required to be maintained by Mortgage delivered to Lender pursuant to this Section 6.1) shall be deemed to satisfy any obligation of Borrower on or with respect to any part of insure the Property pursuant to Section 6.1 6.1.11, (iii) for so long as (x) the Citibank Tenant (or, if the Citibank Tenant is in default of its obligations to insure the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges Property under the Existing Citibank Lease, Borrower in lieu thereof; provided, however, that Mezzanine in such instance Borrower has delivered shall nevertheless still be required to Mezzanine Lender provide any certificates of insurance and other deliverables required to be delivered to Lender pursuant to this Section 6.1) is insuring the Property in accordance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 the Existing Citibank Lease, (y) the Citibank Tenant has elected to self insure (Borrower and Lender acknowledging that such election is currently in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgageeffect) and are otherwise notthe Rating Threshold (as defined in the Existing Citibank Lease) is satisfied or (z) the Citibank Tenant has elected to self insure and the Rating Threshold is not satisfied, in substance, materially different from but a period of not more than thirty (30) days has passed since the approved program in place on Rating Threshold ceases to be satisfied (it being agreed that the Closing Date passing of such thirty (30) day period shall not be deemed to extend the thirty (30) day period set forth in Section 17.1(a)(iii)(A) hereof), then Borrower shall not be required to comply with any of its obligations under Section 6.1.1 through 6.1.14 below (except for those obligations set forth in compliance.the second sentence of Section 6.1.10 and in Section 6.1.12) and (iv) Lender shall not exercise any of its rights under the second to last sentence of Section 6.1.11 unless an Event of Default shall have occurred and be continuing or the Citibank Tenant shall have exercised the Insurance Election (as defined in the Existing Citibank Lease):

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) of the Allocated Loan Amount of the affected Individual Property so long as no Event of Default has occurred and is continuing. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewith, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth First Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent is of an amount less than the Threshold Amount (40%) of as defined under the Allocated Loan Amount of the affected Individual Property Agreement (Mortgage)), so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.the

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) of the Allocated Loan Amount of the affected Individual Property so long as no Event of Default has occurred and is continuing. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewith, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Third Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) of the Allocated Loan Amount of the affected Individual Property so long as no Event of Default has occurred and is continuing. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewith, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Second Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s 's rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) is of the Allocated Loan Amount of the affected Individual Property an amount less than $500,000 so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Third Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties Property or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) is of the Allocated Loan Amount of the affected Individual Property an amount less than $500,000 so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Intermediate Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties Property or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s 's rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) is of the Allocated Loan Amount of the affected Individual Property an amount less than $500,000 so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Second Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties Property or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain Each of the insurance policies required by the Loan Documents (Mortgage)) shall be procured and maintained. Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s 's rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise No claims under any claim under such insurance policies maintained pursuant to this Agreement or the Loan Documents (Junior Tier Mezzanine) shall be settled, adjusted or compromised without the prior written consent of Mezzanine Lender Lender, which shall not be unreasonably withheld, delayed or deniedconditioned; provided, further, that Mortgage Borrower may make proof of loss may be made, adjusted and adjust and compromise any claim compromised under casualty insurance policies which does not exceed forty percent (40%) of the Allocated Loan Amount of the affected Individual Property for claims in an amount less than $5,000,000 so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be applied to the balance of the loan evidenced by the Loan Documents (Senior Tier Mezzanine) and shall be deposited into the accounts established pursuant to the Loan Agreement (Senior Tier Mezzanine) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower the Property shall cause Mortgage Borrower to be promptly and diligently repair repaired and restore the Property restored in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower the Property shall not permit Mortgage Borrower to elect not to reconstructbe reconstructed, restore restored or repair the Property repaired without the prior written consent of Mezzanine Lender, not to be unreasonably withheld, delayed or conditioned. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties Property or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) is of the Allocated Loan Amount of the affected Individual Property an amount less than $500,000 so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Senior Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties Property or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain Each of the insurance policies required by the Loan Documents (Mortgage)) shall be procured and maintained. Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s 's rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise No claims under any claim under such insurance policies maintained pursuant to this Agreement or the Loan Documents (Mezzanine) shall be settled, adjusted or compromised without the prior written consent of Mezzanine Lender Lender, which shall not be unreasonably withheld, delayed or deniedconditioned; provided, further, that Mortgage Borrower may make proof of loss may be made, adjusted and adjust and compromise any claim compromised under casualty insurance policies which does not exceed forty percent (40%) of the Allocated Loan Amount of the affected Individual Property for claims in an amount less than $5,000,000 so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower the Property shall cause Mortgage Borrower to be promptly and diligently repair repaired and restore the Property restored in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower the Property shall not permit Mortgage Borrower to elect not to reconstructbe reconstructed, restore restored or repair the Property repaired without the prior written consent of Mezzanine Lender, not to be unreasonably withheld, delayed or conditioned. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties Property or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s 's rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise compro-mise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; providedpro-vided, further, that Mortgage Borrower may make proof of loss and adjust and compromise compro-mise any claim under casualty insurance policies which does not exceed forty percent (40%) is of the Allocated Loan Amount of the affected Individual Property an amount less than $500,000 so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Junior Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstructre-construct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties Property or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s 's rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) is of the Allocated Loan Amount of the affected Individual Property an amount less than $500,000 so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth First Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties Property or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s 's rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender which shall not be unreasonably withheld, delayed or denied; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) is of the Allocated Loan Amount of the affected Individual Property an amount less than $500,000 so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage), shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties Property or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.

Insurance Coverage Requirements. (a) Mezzanine Borrower will cause Mortgage Borrower, at its expense, to procure and maintain the insurance policies required by the Loan Documents (Mortgage). Each commercial general liability or umbrella liability policy with respect to the Property shall name Mezzanine Lender as an additional insured and shall contain a cross liability/severability endorsement in form and substance acceptable to Mezzanine Lender. (b) In the event of any loss or damage to the Property, Mezzanine Borrower shall give prompt written notice to the insurance carrier and Mezzanine Lender. Mezzanine Lender acknowledges that Mortgage Borrower’s rights to any insurance proceeds are subject to the terms of the Loan Agreement (Mortgage). Mezzanine Borrower may not and shall not permit Mortgage Borrower to settle, adjust or compromise any claim under such insurance policies without the prior written consent of Mezzanine Lender Lender, which consent shall not be unreasonably withheld, delayed or deniedconditioned; provided, further, that Mortgage Borrower may make proof of loss and adjust and compromise any claim under casualty insurance policies which does not exceed forty percent (40%) is of the Allocated Loan Amount of the affected Individual Property an amount less than $1,000,000 so long as no Event of Default has occurred and is continuingoccurred. Any proceeds of such claim which are not used to reconstruct or repair the Property or applied to Mortgage Borrower’s costs in connection therewithProperty, or applied to the balance of the loan evidenced by the Loan Documents (Mortgage)Mortgage Loan, shall be deposited into the accounts established pursuant to the Loan Agreement (Mortgage) to the extent required thereby, or if such deposit is not required thereunder, then such proceeds shall be paid to Mezzanine Lender and applied to the payment of the Obligations (Fourth Mezzanine) whether or not then due. (c) In the event that Mortgage Borrower is permitted pursuant to the terms of the Loan Agreement (Mortgage) to reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall cause Mortgage Borrower to promptly and diligently repair and restore the Property in the manner and within the time periods required by the Loan Agreement (Mortgage), the Leases and any other agreements affecting the Property. In the event that Mortgage Borrower is permitted pursuant to terms of the Loan Agreement (Mortgage) to elect to not reconstruct, restore or repair the Property following a casualty to any portion of the Property, Mezzanine Borrower shall not permit Mortgage Borrower to elect not to reconstruct, restore or repair the Property without the prior written consent of Mezzanine Lender. (d) Mezzanine Borrower shall comply in all material respects with all Insurance Requirements and shall not bring or keep or permit to be brought or kept any article upon any of the Properties Property or cause or permit any condition to exist thereon which would be prohibited by any Insurance Requirement, or would invalidate insurance coverage required to be maintained by Mortgage Borrower on or with respect to any part of the Property pursuant to Section 6.1 of the Loan Agreement (Mortgage). (e) Mezzanine Lender hereby confirms and acknowledges that Mezzanine Borrower has delivered to Mezzanine Lender certificates of insurance with respect to Master Lessee’s insurance program, in amount, form and content so as to satisfy the requirements of this Section 6.1 in all material respects as of the Closing Date other than with respect to Section 6.1.9 of the Loan Agreement (Mortgage), and that any renewals or modifications that comply with Section 6.1.11 of the Loan Agreement (Mortgage) and are otherwise not, in substance, materially different from the approved program in place on the Closing Date shall be deemed to be in compliance.