Common use of Insurance Coverages Clause in Contracts

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in Lender's requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for Lender to receive not less than 30 days' prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERS") must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "Paid" not less than 15 days prior to the expiration date of the Policy being replaced or renewed. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall allocate to the Property the amount of coverage required under this Section and otherwise shall provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunder. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, maintain or cause the tenants of the Property to maintain, be maintained such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable sole discretion, from time to time. Borrower acknowledges , including those coverages required by the reasonability of the coverages and endorsements that Lender has required as a condition of making the LoanLoan Agreement. Until Lender notifies Borrower of changes in Lender's ’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"“Policies”). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERS"“Insurers”) must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's ’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. Lender hereby approves the insurance that Borrower is maintaining on the date of this Mortgage. (d) Notwithstanding Lender's ’s rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "“Paid" ” not less than 15 days prior to the expiration date of the Policy being replaced or renewed. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's ’s prior approval which may be withheld in Lender's ’s sole discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's ’s right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable sole discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in Lender's ’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"). Each “Policies”).Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERS"“Insurers”) must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's Xxxxxx’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's Xxxxxx’s rights under this Article, Lender Xxxxxx will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original certificate of insurance not less than 15 days prior to the expiration of the Policy and an original or, if a blanket policy, a certified copy of each Policy marked "“Paid" ” not less than 15 30 days prior to the expiration date of the Policy being replaced or renewedthereafter. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's ’s prior approval which may be withheld in Lender's sole discretionwritten approval. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this MortgageDeed of Trust. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's ’s right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable sole discretion, from time to time. Borrower acknowledges , provided, however, that the reasonability insurance required hereunder shall be of the coverages type and endorsements in the amounts that is no more onerous to Borrower than the types and amounts Lender has required requires for other properties that are similar in type and location as a condition of making the LoanProperty. Until Lender notifies Borrower of changes in Lender's requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements reasonably satisfactory to Lender (the "POLICIES"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERS") must be authorized to do business in the State or Commonwealth where the Property is locatedof California, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A A- or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the InsurersInsurers so long as the credit rating requirements are no more stringent than those set forth herein. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 10 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender a certificate of insurance evidencing the new or renewed Policy not less than 5 days prior to the expiration date of the Policy being replaced or renewed, and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "Paid" not less than 15 days prior to the expiration date of the Policy being replaced or renewedpromptly upon receipt by Borrower. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretiondiscretion (except that, so long as the Property is owned by Science Park Center LLC, a California limited liability company, Lender's prior approval will not be unreasonably withheld). If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this MortgageDeed of Trust. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower and Grantor will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its sole reasonable discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower or Grantor of changes in Lender's requirements, Borrower and Grantor will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements reasonably satisfactory to Lender (the "POLICIES"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERS") must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Grantor and Borrower will each comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Grantor, Borrower or the Property. (f) Grantor and Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy (for the initial closing or any replacements of the original policy, with an XXXXX 27 certificate for any renewals thereafter) marked "Paid" not less than 15 10 days prior to the expiration date of the Policy being replaced or renewed. (g) Neither Grantor nor Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Grantor or Borrower. (h) If Grantor and/or Borrower will not carry carries any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approvespolicy, Borrower it will deliver to Lender prior to the date hereof or for any replacement policy a certified duplicate copy of the blanket policy (and certificates as described in paragraph (f), above, for renewals) which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower Grantor will give the Insurers prompt notice of any change in ownership or occupancy use of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this MortgageDeed of Trust. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of BorrowerGrantor's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable discretionrequire, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in Lender's requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIESPolicies"). Each Policy will contain a standard waiver of subrogation -------- (where applicable) and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage mortgagee endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERSInsurers") must be -------- authorized to do business in the State or Commonwealth where the Property is locatedof California, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "Paid" not less than 15 days prior to the expiration date of the Policy being replaced or renewed; provided, however, that if an Insurer -------- permits payment of the Insurance Premium on a Policy in installments, Borrower may elect to pay in installments, in which event Borrower will timely pay each such installment when due and will deliver to Lender, not more than 30 days after payment of the first such installment, the Insurer's written acknowledgment of receipt of payment of such installment together with a schedule of all installment amounts and due dates. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretionapproval. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this MortgageDeed of Trust. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable sole discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in Lender's requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIESPolicies"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERSInsurers") must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy certificate evidencing coverage under the Policies marked "Paid" not less than 15 days prior to the expiration date of the Policy being replaced or renewed. Borrower shall provide a certified copy of each Policy promptly upon receipt thereof. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) If required by the Policy, Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this MortgageDeed of Trust. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force , except blanket polices, will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable sole discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in Lender's ’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"“Policies”). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERS"“Insurers”) must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's ’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. Lender hereby approves the insurance that Borrower is maintaining on the date of this Mortgage. (d) Notwithstanding Lender's ’s rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "“Paid" ” not less than 15 days prior to the expiration date of the Policy being replaced or renewed. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's ’s prior approval which may be withheld in Lender's ’s sole discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's ’s right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements with respect to the Land, Improvements, Fixtures and Personal Property, in form and substance and in amounts as Lender Borrower may require in its reasonable discretion, reasonably determine from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in , subject to Lender's requirements, reasonable approval. Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing in effect as of the Loandate hereof. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (in each case to the extent relating to the Land, Improvements and Fixtures, the "POLICIESPolicies"). Each Policy will contain a standard waiver of subrogation and a -------- replacement cost endorsement and will provide for Lender to receive not less than 30 days' prior written notice of any cancellation, termination or non-non- renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERSInsurers") must be -------- authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than within 30 days before the expiration date of invoice therefor and in any case in such a timely manner as to prevent lapse of the Policy being replaced or renewed (except to the extent that Borrower is required to deposit funds for Insurance Premiums with the Accumulation Depository, in which case such payments shall be made in accordance with the provisions of Article VI hereof) and will deliver to Lender an original or, if a ---------- blanket policy, a certified copy of each Policy marked "Paid" not less than 15 30 days prior to the expiration date after payment of the Policy being replaced or renewedrenewed or other evidence of payment of such Insurance Premiums reasonably satisfactory to Lender. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not may carry any of the insurance required under this Section on a blanket or umbrella policy without in provided that Borrower provides Lender with an original or copy certified by the insurer of each instance Lender's prior approval which may be withheld in Lender's sole discretionsuch policy. If Lender approves, Borrower will deliver to Lender a certified copy of the Each such blanket policy which shall allocate to the Property the amount of coverage required under this Section and otherwise shall provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunder. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in Lender's requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for Lender to receive not less than 30 days' prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERS") must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder policyholder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "Paid" not less than 15 days prior to the expiration date of the Policy being replaced or renewed. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall allocate to the Property the amount of coverage required under this Section and otherwise shall provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunder. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable discretion, from time to timetime require of properties of similar types and quality. Borrower acknowledges the reasonability The insurance will be in an amount equal to 100% of the coverages full replacement cost of the Improvements and endorsements that Personal Property (without deduction for depreciation) and will include fire, extended coverage, vandalism, malicious mischief, sprinkler leakage, boiler and machinery, terrorism coverage, windstorm, earthquake and flood insurance (if located in an area identified as an earthquake or flood zone), and a minimum of twelve (12) months of rent loss insurance. The insurance will also include commercial general liability coverage in substance and amount satisfactory to Lender has required naming Lender as a condition of making the Loanan additional insured. Until Lender notifies Borrower of changes in Lender's ’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"“Policies”). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 thirty (30) days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage mortgagee endorsement on the property insurance as mortgagee and loss payee. (c) The insurance companies issuing the Policies (the "INSURERS"“Insurers”) must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A A- or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's ’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's ’s rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property.. TIAA Authorization ID # AAA-7376; TIAA Inv. ID # 0006950 University Park Village Deed of Trust 15398858v.6 / 73828-000098 (f) Borrower will pay the Insurance Premiums insurance premiums for each Policy not less than 30 and provide Lender with evidence of such payment within fifteen (15) days before of the expiration date of the Policy being replaced or renewed and Borrower will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "“Paid" ” not less than 15 fifteen (15) days prior to the expiration date of the Policy being replaced or renewed. In the event Borrower is unable to deliver a certified copy 15 days prior to the expiration date, Borrower will provide evidence of the renewed coverage by delivering to Lender an Xxxxx 27 (2004/04 or 1993/03) or Xxxxx 28 (2003/10) or the current industry equivalent until a certified copy is available and delivered to Lender. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) If Borrower will not elects to carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approvespolicy, Borrower will deliver to Lender a certified copy of the blanket policy (which shall allocate to may be effectuated by a letter, signed by Borrower, certifying that an attached copy of the Property blanket policy is true, correct and complete) and an accord evidencing the amount existence of coverage required under this Section and otherwise shall such policy, which policy will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers and Lender prompt notice of any change in ownership or occupancy of the Property that may result in a change in the insurance requirements for the Property. This subsection does not abrogate the prohibitions on transfers set forth in this MortgageDeed of Trust. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the ObligationsTEXAS FINANCE CODE §307.052 COLLATERAL PROTECTION INSURANCE NOTICE: (i) BORROWER IS REQUIRED TO: (i) KEEP THE PROPERTY INSURED AGAINST DAMAGE IN THE AMOUNT LENDER SPECIFIES; (ii) PURCHASE THE INSURANCE FROM AN INSURER THAT IS AUTHORIZED TO DO BUSINESS IN THE STATE OF TEXAS OR AN ELIGIBLE SURPLUS LINES INSURER; AND (iii) NAME THE LENDER AS THE PERSON TO BE PAID UNDER THE POLICY IN THE EVENT OF A LOSS; (ii) BORROWER MUST, all of Borrower's rightIF REQUIRED BY LENDER, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transfereeDELIVER TO LENDER A COPY OF THE POLICY AND PROOF OF THE PAYMENT OF PREMIUMS; AND (iii) IF BORROWER FAILS TO MEET ANY REQUIREMENT LISTED IN SUBSECTIONS (j)(i) OR (j)(ii) IMMEDIATELY ABOVE, LENDER MAY OBTAIN COLLATERAL PROTECTION INSURANCE ON BEHALF OF BORROWER AT BORROWER’S EXPENSE.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable discretion, sole discretion from time to time. Borrower acknowledges the reasonability The insurance will be in an amount equal to 100% of the coverages full replacement cost of the Improvements and endorsements that Lender has required Personal Property (without deduction for depreciation) and will include fire, extended coverage, vandalism, malicious mischief, sprinkler leakage, boiler and machinery, terrorism coverage, windstorm, earthquake and flood insurance (if located in an area identified as an earthquake or flood zone), day care facility general liability and umbrella coverage (if any portion of the Property is used as a condition day care or childcare services facility), and a minimum of making the Loan12 months of rent loss insurance. The insurance will also include commercial general liability coverage in substance and amount satisfactory to Lender naming Lender as an additional insured. Until Lender notifies Borrower of changes in Lender's ’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"“Policies”). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage mortgagee endorsement on the property insurance as mortgagee and loss payee. (c) The insurance companies issuing the Policies (the "INSURERS"“Insurers”) must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A A- or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's Xxxxxx’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's Xxxxxx’s rights under this Article, Lender Xxxxxx will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums insurance premiums for each Policy not less than 30 and provide Lender with evidence of such payment within 15 days before of the expiration date of the Policy being replaced or renewed and Borrower will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "“Paid" ” not less than 15 days prior to the expiration date of the Policy being replaced or renewed. In the event Borrower is unable to deliver a certified copy 15 days prior to the expiration date, Borrower will provide evidence of the renewed coverage by delivering to Lender an Xxxxx 27 (2004/04 or 1993/03) or Xxxxx 28 (2003/10) or the current industry equivalent until a certified copy is available and delivered to Lender. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) If Borrower will not elects to carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approvespolicy, Borrower will deliver to Lender a certified copy of the blanket policy which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers and Lender prompt notice of any change in ownership or occupancy of the Property that may result in a change in the insurance requirements for the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's ’s right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in Lender's requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for Lender to receive not less than 30 days' prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERS") must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "Paid" not less than 15 days prior to the expiration date of the Policy being replaced or renewed. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall allocate to the Property the amount of coverage required under this Section and otherwise shall provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunder. (i1) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will 14.1 Landlord shall procure and maintain, or cause the tenants of the Property to maintain, such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in Lender's requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for Lender to receive not less than 30 days' prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance with responsible companies issuing the Policies (the "INSURERS") must be authorized qualified to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry of Texas and with an A.M. Best Company, Inc. policy holder Company rating of A A- or better better, throughout the term of this lease a policy or policies of insurance, at its sole cost and expense (but subject to the reimbursement provisions of Paragraph VI above), causing the Flour Mill to be insured under standard fire and extended coverage insurance and liability insurance with limits in an amount not less than that required by Tenant as set forth in Section 14.2 herein (plus whatever endorsements or special coverage's Landlord in its sole discretion, may consider appropriate) 14.2 Tenant shall procure and maintain throughout the term of this lease a policy or policies of insurance, at its sole cost and expense, causing Tenant's fixtures and contents to be insured under standard fire and extended coverage insurance and, with regard to liability insurance, insuring Tenant and naming the Landlord as an additional insured against all claims, demands or actions arising out of or in connection with Tenant's use or occupancy of the Demised Premises, or by the condition of the Demised Premises. The limits of Tenant's liability policy or policies shall be in an amount not less than one million dollars ($600,000) per occurrence (and no offset for occurrences on property other than the Demised Premises) and the limits of Tenant's insurance of its fixtures and contents shall be in an amount not less than five hundred thousand dollars ($300,000). All policies shall be written by insurance companies with an A.M. Best Company, Inc. financial category Company rating of Class X A- or better and must be otherwise satisfactory to Lenderbetter. Lender may select an alternative credit rating agency and may impose different credit rating standards for Tenant shall obtain a written 8 <PAGE> obligation on the Insurers. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy part of each Policy marked "Paid" not less than 15 insurance company to notify Landlord at least thirty (30) days prior to cancellation of such insurance. Duly executed certificates of insurance shall be promptly delivered to Landlord and renewals thereof as required shall be delivered to Landlord at least fifteen (15) days prior to the expiration of the respective policy terms. If Tenant should fail to comply with the foregoing requirement relating to insurance, Landlord may obtain such insurance and Tenant shall pay to Landlord on demand as additional rental hereunder the premium cost thereof plus interest at the maximum contractual rate (but in no event to exceed 1 1/2 % per month) from the date of the Policy being replaced or renewed. (g) Borrower will not carry separate payment by Landlord until repaid by Tenant. With respect to property insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall allocate and notwithstanding anything to the Property the amount of coverage required under this Section and otherwise shall provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunder. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth contrary contained in this MortgageLease, Tenant shall have the right to self-insure. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Lender hereby approves coverages currently maintained by Borrower. Borrower will maintain, or cause the tenants of the Property continue to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable sole discretion, from time to time. Borrower acknowledges time and in the reasonability of the future Lender will not require any changes in coverages and endorsements that Lender has required as a condition of making the Loanare greater than industry standards for Class A downtown office properties. Until Lender notifies Borrower of changes in Lender's ’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. Notwithstanding the foregoing, Lender will not require coverages that are greater than Lender’s standard requirements for similarly situated Class A downtown office properties in its mortgage portfolio. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"“Policies”). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERS"“Insurers”) must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's ’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's ’s rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less no later than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "“Paid" not less ” no later than 15 30 days prior to following the expiration inception date of the Policy being replaced or renewednew Policy. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's ’s prior approval which may be withheld in Lender's sole ’s reasonable discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, maintain or cause the tenants of the Property to maintain, be maintained such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable discretion, discretion from time to time. Borrower acknowledges the reasonability The insurance will be in an amount equal to 100% of the coverages full replacement cost of the Improvements and endorsements Personal Property (without deduction for depreciation) and will include fire and sprinkler leakage, extended coverage, vandalism, malicious mischief, boiler and machinery, terrorism coverage, windstorm, earthquake and flood insurance (if located in earthquake or flood zones), a minimum of 12 months of rent loss insurance, and such other kinds of insurance as may be required by Lender in its sole discretion provided that Lender has required as provides prior written notice of such request to Borrower and such insurance is available at commercial reasonable rates, premiums prepaid, in amounts satisfactory to Lender, with a condition of making the Loan. Until Lender notifies Borrower of changes standard mortgagee endorsement in Lender's requirements’s favor for the property insurance, Borrower will maintain not less than the an additional insured endorsement in Lender’s favor for liability insurance coverages and endorsements Lender required for closing a waiver of the Loansubrogation endorsement, where applicable. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"“Policies”). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage mortgagee endorsement on the property insurance as mortgagee and loss payee. (c) The insurance companies issuing the Policies (the "INSURERS"“Insurers”) must be authorized to do business in the State state or Commonwealth commonwealth where the Property is located, must have been in business for at least 5 years, and must carry an a rating of “A-” or better by A.M. Best Companywith a Financial Size Category (FSC) of “X” or higher. In the exercise of its commercially reasonable discretion, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's ’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's ’s rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before and provide Lender with evidence of such payment promptly after receipt of the invoice and will provide evidence of renewal prior to expiration date of the Policy being replaced or renewed and will renewed. In the event Borrower is unable to deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "Paid" not less than 15 days prior to the expiration date of the Policy being replaced or renewed. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approvesdate, Borrower will deliver provide evidence of the renewed coverage by delivering to Lender an Xxxxx 27 (2004/04 or 1993/03) or Xxxxx 28 (2003/10) or the current industry equivalent until a certified copy of the blanket policy which shall allocate is available and delivered to the Property the amount of coverage Lender. Certified copies required under this Section and otherwise shall provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of hereunder may be certified by Borrower’s insurance benefits by reason of any claim made against such policy related to another property insured thereunderbroker. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower and Grantor will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its sole reasonable discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower or Grantor of changes in Lender's requirements, Borrower and Grantor will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements reasonably satisfactory to Lender (the "POLICIESPolicies"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERSInsurers") must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Grantor and Borrower will each comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Grantor, Borrower or the Property. (f) Grantor and Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy (for the initial closing or any replacements of the original policy, with an XXXXX 27 certificate for any renewals thereafter) marked "Paid" not less than 15 10 days prior to the expiration date of the Policy being replaced or renewed. (g) Neither Grantor nor Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Grantor or Borrower. (h) If Grantor and/or Borrower will not carry carries any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approvespolicy, Borrower it will deliver to Lender prior to the date hereof or for any replacement policy a certified duplicate copy of the blanket policy (and certificates as described in paragraph (f), above, for renewals) which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower Grantor will give the Insurers prompt notice of any change in ownership or occupancy use of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this MortgageDeed of Trust. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of BorrowerGrantor's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable sole discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in Lender's ’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"“Policies”). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERS"“Insurers”) must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's Xxxxxx’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's Xxxxxx’s rights under this Article, Lender Xxxxxx will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less no later than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "“Paid" not less ” no later than 15 30 days prior to following the expiration inception date of the Policy being replaced or renewednew Policy. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's ’s prior approval which may be withheld in Lender's Xxxxxx’s sole discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable discretion, from time to timetime require of properties of similar types and quality. Borrower acknowledges the reasonability The insurance will be in an amount equal to 100% of the coverages full replacement cost of the Improvements and endorsements that Personal Property (without deduction for depreciation) and will include fire, extended coverage, vandalism, malicious mischief, sprinkler leakage, boiler and machinery, terrorism coverage, windstorm, earthquake and flood insurance (if located in an area identified as an earthquake or flood zone), and a minimum of twelve (12) months of rent loss insurance. The insurance will also include commercial general liability coverage in substance and amount satisfactory to Lender has required naming Lender as a condition of making the Loanan additional insured. Until Lender notifies Borrower of changes in Lender's ’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"“Policies”). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to TIAA Authorization ID # AAA-7346; TIAA Inv. ID # 000553801 Polaris Fashion Place Mortgage 15239260v.7 will receive not less than 30 thirty (30) days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage mortgagee endorsement on the property insurance as mortgagee and loss payee. (c) The insurance companies issuing the Policies (the "INSURERS"“Insurers”) must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A A- or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's ’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's ’s rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums insurance premiums for each Policy not less than 30 and provide Lender with evidence of such payment within fifteen (15) days before of the expiration date of the Policy being replaced or renewed and Borrower will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "“Paid" ” not less than 15 fifteen (15) days prior to the expiration date of the Policy being replaced or renewed. In the event Borrower is unable to deliver a certified copy 15 days prior to the expiration date, Borrower will provide evidence of the renewed coverage by delivering to Lender an Xxxxx 27 (2004/04 or 1993/03) or Xxxxx 28 (2003/10) or the current industry equivalent until a certified copy is available and delivered to Lender. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) If Borrower will not elects to carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approvespolicy, Borrower will deliver to Lender a certified copy of the blanket policy (which shall allocate to may be effectuated by a letter, signed by Borrower, certifying that an attached copy of the Property blanket policy is true, correct and complete) and an accord evidencing the amount existence of coverage required under this Section and otherwise shall such policy, which policy will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers and Lender prompt notice of any change in ownership or occupancy of the Property that may result in a change in the insurance requirements for the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. (a) Borrower and Grantor will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its sole reasonable discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower or Grantor of changes in Lender's ’s requirements, Borrower and Grantor will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements reasonably satisfactory to Lender (the "“POLICIES"”). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "“INSURERS"”) must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's ’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's ’s rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Grantor and Borrower will each comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Grantor, Borrower or the Property. (f) Grantor and Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy (for the initial closing or any replacements of the original policy, with an XXXXX 27 certificate for any renewals thereafter) marked "“Paid" ” not less than 15 10 days prior to the expiration date of the Policy being replaced or renewed. (g) Neither Grantor nor Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Grantor or Borrower. (h) If Grantor and/or Borrower will not carry carries any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approvespolicy, Borrower it will deliver to Lender prior to the date hereof or for any replacement policy a certified duplicate copy of the blanket policy (and certificates as described in paragraph (f), above, for renewals) which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower Grantor will give the Insurers prompt notice of any change in ownership or occupancy use of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this MortgageDeed of Trust. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's Grantor’s right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.

Insurance Coverages. SBRES shall maintain (aor shall cause to be maintained) Borrower will maintain, or cause for the tenants benefit of itself and NAFCS (as Additional Insured and Loss-Payee) the following insurance with respect to the use of the Property to maintainNAFCS Property, such insurance coverages the Existing Drive, the Access Openings and endorsements the Parking Lot: [i] “property insurance” insuring against standard perils (e.g., loss or damage by earthquake, fire or other casualty) in form and substance and in amounts as Lender may require in its reasonable discretion, from time to time. Borrower acknowledges the reasonability of the coverages and endorsements that Lender has required as a condition of making the Loan. Until Lender notifies Borrower of changes in Lender's requirements, Borrower will maintain an amount not less than the total value of any improvements that it constructs upon the NAFCS Property as provided herein, all in such form and amounts, and with such coverages, as are determined to be reasonably acceptable to NAFCS; and [ii] general public liability insurance coverages and endorsements Lender required insuring against all claims, demands or actions for closing injury to (or death of) any one person or for injury to (or death of) more than one person in any one occurrence (including damage to property) in an aggregate amount of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for Lender to receive not less than 30 days' [$1,000,000.00], in each instance combined single-limit, for bodily injury (or death)/property damage or arising from, relating to, or connected with the conduct and operation by SBRES and any SBRES Invitees utilizing the Existing Drive, the Access Openings or the Parking Lot on the NAFCS Property. The costs of maintaining the insurance required hereunder, and any deductibles payable as a result of any claims asserted with respect thereto, shall be borne by SBRES. Such coverage provided by such policies shall be subject to such standard exclusions as NAFCS reasonably determines to be appropriate. Such insurance shall waive, to the extent possible, any right of subrogation against NAFCS (except for specified instances), and shall require not less than thirty (30) days prior written notice by the insurance company to each party of termination of such insurance coverage. SBRES shall furnish to NAFCS, other third-parties as appropriate, reasonable evidence that such insurance is in full force and effect and each such policy of insurance shall expressly provide for thirty (30) days prior notice prior to any cancellation or modification of the coverage afforded thereby. Upon request made no more than one (1) time during each calendar year, SBRES shall further furnish to NAFCS, in addition to other third-parties as appropriate, with the insurance carrier’s certificate of insurance which evidences that the insurance coverages required to be maintained by SBRES pursuant to the terms of this Agreement are in effect. SBRES hereby waives and releases NAFCS from and against any and all claims, demands, liabilities, or obligations whatsoever for loss or damage to property, and for loss of rents or profits, which arise or may arise in its favor and against NAFCS, which loss or damage is coverable by valid and collectible fire and extended coverage, general liability, or worker's compensation insurance policies. Inasmuch as the above waiver will preclude the assignment of any cancellation, termination aforesaid claim by way of subrogation (or non-renewal of a Policy otherwise) to an insurance company (or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The person), SBRES agrees to: [i] give to each insurance companies issuing carrier which has issued the Policies (the "INSURERS") must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating policies of A or better and an A.M. Best Company, Inc. financial category rating of Class X or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "Paid" not less than 15 days prior to the expiration date of the Policy being replaced or renewed. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may to be withheld in Lender's sole discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall allocate to the Property the amount of coverage required under this Section and otherwise shall provide the same coverage and protection maintained by it as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunder. (i) Borrower will give the Insurers prompt notice of any change in ownership or occupancy of the Property. This subsection does not abrogate the prohibitions on transfers set forth in this Mortgage. (j) If Agreement, written notice of the Property is sold at terms of said waiver; and [ii] have said insurance policies properly endorsed, if necessary, to prevent the invalidation of said insurance coverages by reason of said waiver. The all-risk policies required to be carried by the parties shall contain a foreclosure sale provision whereby the respective carriers shall waive all rights or otherwise is transferred so recovery by way of subrogation, as to extinguish the Obligationsapplicable, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transfereeextent of any insurance proceeds.

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable discretion, discretion from time to time, provided that such insurance is generally available in the commercial markets and being required of substantially similarly situated borrowers. Borrower acknowledges the reasonability The insurance will be in an amount equal to one hundred percent (100%) of the coverages full replacement cost of the Improvements and endorsements that Personal Property (without deduction for depreciation) and will include (to the extent reasonably available) fire, extended coverage, vandalism, malicious mischief, sprinkler leakage, boiler and machinery, terrorism coverage, windstorm, earthquake and flood insurance (if located in an area identified as an earthquake or flood zone), and a minimum of twelve (12) months of rent loss insurance. The insurance will also include commercial general liability coverage in substance and amount reasonably satisfactory to Lender has required naming Lender as a condition of making the Loanan additional insured. Until Lender notifies Borrower of changes in Lender's ’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIES"“Policies”). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 thirty (30) days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage mortgagee endorsement on the property insurance as mortgagee and loss payee. Borrower agrees to provide Lender with notice of any other material change to a Policy, other than an increase in coverage, within two (2) Business Days of such change. (c) The insurance companies issuing the Policies (the "INSURERS"“Insurers”) must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 five (5) years, must carry an A.M. Best Company, Inc. policy holder rating of A A- or better and an A.M. Best Company, Inc. financial category rating of Class X VIII or better and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the InsurersInsurers if also being required of substantially all similarly situated borrowers. Notwithstanding Lender's ’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's ’s rights under this Article, Lender will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply in all material respects with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums insurance premiums for each Policy not less than 30 and provide Lender with evidence of such payment within fifteen (15) days before of the expiration date of the Policy being replaced or renewed and Borrower will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "“Paid" ” not less than 15 fifteen (15) days prior to the expiration date of the Policy being replaced or renewed. In the event Borrower is unable to deliver a certified copy fifteen (15) days prior to the expiration date, Borrower will provide evidence of the renewed coverage by delivering to Lender an Xxxxx 27 (2004/04 or 1993/03) or Xxxxx 28 (2003/10) or the current industry equivalent until a certified copy is available and delivered to Lender. (g) Borrower will not carry separate insurance concurrent in kind or form or contributing in the event of loss with any other insurance carried by Borrower. (h) If Borrower will not elects to carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approvespolicy, Borrower will deliver to Lender a certified copy of the blanket policy which shall will allocate to the Property the amount of coverage required under this Section and otherwise shall will provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunderProperty. (i) Borrower will give the Insurers and Lender prompt notice of any change in ownership or occupancy of the Property that may result in a change in the insurance requirements for the Property. This subsection does not abrogate the prohibitions on transfers set forth in this MortgageLoan Agreement. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's ’s right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transfereetransferee (unless part of a blanket policy or not otherwise reasonably transferable).

Insurance Coverages. (a) Borrower will maintain, or cause the tenants of the Property to maintain, maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its reasonable sole discretion, from time to time. Borrower acknowledges time except to the reasonability of the extent such coverages and endorsements are not reasonably commercially available and further provided such coverages and endorsements are not more onerous to Borrower than the types and amounts Lender requires for other properties that Lender has required are similar in type or location as a condition of making the LoanProperty. Until Lender notifies Borrower of changes in Lender's ’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the LoanLoan except to the extent such coverages and endorsements are not commercially available and are more onerous to Borrower than the types and amounts Lender requires for other properties that are similar in type or location as the Property. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "POLICIESPolicies"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide for that Lender to will receive not less than 30 days' ’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "INSURERSInsurers") must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A A-or better and an A.M. Best Company, Inc. financial category rating of (i) Class X or better for all primary liability coverage and the first 80% of liability coverage and (ii) Class VIII or better for all secondary and remaining liability coverage and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Lender's Xxxxxx’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Lender's Xxxxxx’s rights under this Article, Lender Xxxxxx will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "Paid" not less than 15 days prior to the expiration date of the Policy being replaced or renewed. . Borrower shall have the right to pay Insurance Premiums pursuant to an arrangement with one or more finance companies for the financing of certain blanket insurance policies maintained by Borrower under a Property Insurance Sharing Agreement among Borrower and certain of its affiliates (g) a "Blanket Insurance Premium Financing Arrangement"). Pursuant to such an arrangement Borrower will pay to such finance companies Borrower’s allocable share of the annual initial deposit for the applicable Insurance Premiums (the "Deposit") and Borrower’s allocable share of ten (10) regular monthly payments (the "Regular Payments") due for each blanket policy. The term "Financing Installment" as used herein means 1/12th of the aggregate of the Deposit and the Regular Payments for each annual period, as such amounts may be adjusted as hereafter set forth. Not less than twenty (20) days prior to each renewal date of each blanket policy, Borrower will provide Beneficiary in writing the estimated premium for such blanket policy for the following renewal period, and not carry separate insurance concurrent less than ten (10) days after the renewal date, Borrower will provide Beneficiary in kind writing the actual amount of such premium. Borrower will also notify Beneficiary in writing within ten (10) days after any change in the amounts allocated to the Property under the Blanket Insurance Premium Financing Arrangement or form any other change in premiums or contributing in amounts due from Borrower under the Blanket Insurance Premium Financing Arrangement. Thereafter, the "Financing Installment" shall be adjusted as reasonably determined by Beneficiary. In the event of loss with any other insurance carried by Borrower. (h) Borrower will not carry any of the insurance required under this Section on a blanket or umbrella policy without in each instance Lender's prior approval which may be withheld in Lender's sole discretion. If Lender approves, Borrower will deliver to Lender a certified copy of the blanket policy which shall allocate to the Property the amount of coverage required under this Section and otherwise shall provide the same coverage and protection as would a separate policy insuring only the Property without the possibility of any reduction of insurance benefits by reason of any claim made against such policy related to another property insured thereunder. (i) Borrower will give the Insurers prompt notice of any material change in ownership or occupancy of the Property. This subsection does not abrogate Blanket Insurance Premium Financing Arrangement, the prohibitions on transfers set forth foregoing provisions shall be modified as reasonably determined by Beneficiary in this Mortgageorder to carry out the intent and purposes thereof. (j) If the Property is sold at a foreclosure sale or otherwise is transferred so as to extinguish the Obligations, all of Borrower's right, title and interest in and to the Policies then in force will be transferred automatically to the purchaser or transferee.