Common use of Insurance Reserve Clause in Contracts

Insurance Reserve. Subject to clause (b) below, Borrower shall, in accordance with the time periods set forth in Section 3.1, cause to be deposited into the Insurance Reserve Account (which deposit may be effected by the transfers contemplated under Section 3.1.6(a)) an amount equal to one-twelfth of the insurance premiums that Lender reasonably estimates, based on the most recent xxxx, will be payable for the renewal of the coverage afforded by the insurance policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such insurance premiums at least thirty (30) days prior to the expiration of the policies required to be maintained by Borrower pursuant to the terms hereof (said monthly amounts hereinafter called the “Monthly Insurance Reserve Amount,” and the aggregate amount of funds held in the “Insurance Reserve Account” being the Insurance Reserve Amount). The Monthly Insurance Reserve Amount shall be subject to adjustment by Lender upon notice to Borrower. The Monthly Insurance Reserve Amount shall be paid by Borrower to Lender on each Payment Date. Lender will apply the Monthly Insurance Reserve Amount to payments of insurance premiums required to be made by Borrower pursuant to Article VI and under the Security Instrument. In making any payment relating to the Insurance Reserve Account, Lender may do so according to any xxxx, statement or estimate procured from the insurer or agent, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity thereof. If the amount of funds in the Insurance Reserve Account shall exceed the amounts due for insurance premiums pursuant to Article VI, Lender shall credit such excess against future payments to be made to the Insurance Reserve Account. If at any time Lender reasonably determines that the Insurance Reserve Amount is not or will not be sufficient to pay insurance premiums by the dates set forth above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to expiration of the applicable insurance policies. Upon payment of such insurance premiums, Lender shall reassess the amount necessary to be deposited in the Insurance Reserve Account for the succeeding period, which calculation shall take into account any excess amounts remaining in the Insurance Reserve Account.

Insurance Reserve. Subject Borrower shall pay to clause (b) belowLender, Borrower shall, in accordance with at the time periods set forth of and in Section 3.1addition to the monthly installments of principal and/or interest due under the Note, cause a sum equal to 1/12 of the amount estimated by Lender from time to time to be deposited into the Insurance Reserve Account (which deposit may be effected by the transfers contemplated under Section 3.1.6(a)) an amount equal sufficient to one-twelfth of the enable Lender to pay at least 30 days before they become due and payable, all insurance premiums that Lender reasonably estimates, based on the most recent xxxx, will be payable due for the renewal of the coverage afforded by the insurance policies required hereunder upon the expiration thereof in order to accumulate with thereof. So long as no Event of Default exists hereunder, Lender sufficient funds to pay all such insurance premiums at least thirty (30) days prior to shall apply the expiration of the policies required to be maintained by Borrower pursuant to the terms hereof (said monthly amounts hereinafter called the “Monthly Insurance Reserve Amount,” and the aggregate amount of funds held in the “Insurance Reserve Account” being the Insurance Reserve Amount). The Monthly Insurance Reserve Amount shall be subject to adjustment by Lender upon notice to Borrower. The Monthly Insurance Reserve Amount shall be sums so paid by Borrower to Lender on each Payment Date. Lender will apply the Monthly Insurance Reserve Amount to payments of pay such insurance premiums required to be made by Borrower pursuant to Article VI and under the Security Instrument. In making any payment relating to the Insurance Reserve Account, Lender may do so according to any xxxx, statement or estimate procured from the insurer or agent, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity thereofpremiums. If the such amount of funds in the Insurance Reserve Account shall exceed the amounts due for on deposit with Lender is insufficient to fully pay such insurance premiums pursuant to Article VIpremiums, Lender shall credit such excess against future payments to be made to the Insurance Reserve Account. If Borrower shall, within 10 days following notice at any time Lender reasonably determines that from Lender, deposit such additional sum as may be required for the Insurance Reserve Amount is not or will not be sufficient to pay insurance premiums by the dates set forth above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to expiration of the applicable insurance policies. Upon full payment of such insurance premiums. Upon the Maturity Date, the moneys then remaining on deposit with Lender or its agent shall, at Lender's option, be applied against the Indebtedness. The obligation of Borrower to pay such insurance premiums is not affected or modified by the provisions of this paragraph. Notwithstanding the foregoing, Lender shall reassess acknowledges that under the terms of its lease, Kmart is permitted to "self insure" the premises it leases from Borrower which is reflected in the amount necessary of coverage obtained by Borrower under its current insurance policies. During the time that Kmart remains in possession of its leased premises and continues to be deposited in the "self insure" its premises, Borrower's monthly Insurance Reserve Account payment shall be calculated based upon the premiums due for all insurance policies required by Lender under this Mortgage and shall not include any additional payment due to Kmart's self insurance. In the succeeding periodevent Borrower is entitled to any reimbursement or payment from Kmart in connection with any casualty to the Property (the "KMART PROCEEDS"), which calculation Borrower shall take into account any excess amounts remaining in cause Kmart to make that payment or reimbursement directly to Lender and the Insurance Reserve AccountKmart Proceeds shall be held by Lender pursuant to the terms of this Mortgage.

Insurance Reserve. Subject to clause (ba) belowUpon the request of Lender during the existence of any Event of Default, Borrower shall, shall deposit with Lender a sum in accordance an amount reasonably determined by Lender with the time periods set forth in Section 3.1, cause respect to Insurance Premiums to be deposited into the Insurance held by Lender in a Reserve Account (which deposit may the “Insurance Reserve Account”), and on each Payment Date thereafter, so long as such Event of Default is continuing, Borrower shall deliver to Lender the amount reasonably estimated by Lender to be effected by the transfers contemplated under Section 3.1.6(a)) an amount equal to one-twelfth (1/12th) of the insurance premiums that Lender reasonably estimates, based on the most recent xxxx, will be payable annual amount of Insurance Premiums for the renewal Policies required pursuant to this Agreement to assure that funds are reserved in sufficient amounts to enable the payment of the coverage afforded by the insurance policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such insurance premiums at least Insurance Premiums thirty (30) days prior to the expiration of such polices (provided, that Lender may re-calculate the policies required foregoing monthly amounts from time to be maintained by Borrower pursuant time to assure that funds are reserved in sufficient amounts to enable the payment of Insurance Premiums thirty (30) days prior to the terms hereof expiration of such polices) (said monthly amounts hereinafter called the “Monthly Insurance Reserve Amount,” and the aggregate amount of funds held in the “Insurance Reserve Account” being the Insurance Reserve AmountMonthly Installment”). The Monthly Insurance Reserve Amount shall be subject to adjustment If such amounts for the then current Fiscal Year or payment period are not ascertainable by Lender upon notice to Borrower. The Monthly Insurance Reserve Amount shall be paid by Borrower to Lender on each Payment Date. Lender will apply at the Monthly Insurance Reserve Amount to payments of insurance premiums time a monthly deposit is required to be made under this Section 4.3, the Insurance Monthly Installment shall be Lender’s reasonable estimate based on one-twelfth (1/12th) of the Insurance Premiums for the prior Fiscal Year or payment period, with adjustments reasonably determined by Borrower pursuant Lender. As soon as Insurance Premiums are fixed for the then current Fiscal Year or period, the next ensuing Insurance Monthly Installment shall be adjusted to Article VI reflect any deficiency or surplus in prior Insurance Monthly Installments. (b) If Lender has not elected, its sole discretion, during the continuance of an Event of Default to apply the funds in the Insurance Reserve Account in payment of the Debt in such order and under manner as Lender may elect, then Lender shall make payments of Insurance Premiums out of the Security InstrumentInsurance Reserve Account before the same shall be due if and to the extent that there are funds available in the Insurance Reserve Account. In making any payment relating to the Insurance Reserve AccountPremiums, Lender may do so according to any xxxx, statement or estimate procured from the insurer or its agent, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity thereofestimate. If the amount of Any funds remaining on deposit in the Insurance Reserve Account when no Event of Defaults exist or after the Debt has been indefeasibly repaid in full, whichever is earlier, shall exceed the amounts due for insurance premiums pursuant be promptly returned to Article VI, Lender shall credit such excess against future payments to be made to the Insurance Reserve Account. If at any time Lender reasonably determines that the Insurance Reserve Amount is not or will not be sufficient to pay insurance premiums by the dates set forth above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to expiration of the applicable insurance policies. Upon payment of such insurance premiums, Lender shall reassess the amount necessary to be deposited in the Insurance Reserve Account for the succeeding period, which calculation shall take into account any excess amounts remaining in the Insurance Reserve AccountBorrower.

Insurance Reserve. Subject On the Conversion Date, the Borrower shall establish (but not then be required to clause fund) a single insurance reserve account with the Collateral Agent for both this Agreement and any Lease Securitization Facility, if applicable (b) belowthe "Insurance Reserve"). As used herein, Borrower shallthe term "Insurance Reserve Required Amount" shall mean, at any date of computation, an amount equal to the aggregate stated operating dayrates then in effect (excluding any incentive or bonus rates and, in accordance with the time periods case of the Drillship, the Transocean Drillship Differential) under the Amoco Contracts or Substitute Contracts, as applicable (the stated operating dayrate for any such Substitute Contract for purposes hereof, however, to be limited to the operating dayrate (express or implicit) under the applicable Transocean Contract for which such Substitute Contract was substituted), minus the aggregate of the Fixed Operating Expenses, for the period of any deductible under the applicable loss of hire policy or policies maintained by the Borrower pursuant to Section 6.6(b), subject to reduction as set forth herein. If the Borrower shall make a mandatory prepayment of its Obligations of the Financed Amount or the remaining Vessel Amortization Payments for either the Drillship or the Rig as provided in Section 3.12.10(b) or 2.11(c), as applicable, together with all other amounts required to be paid therein, the Insurance Reserve Required Amount shall permanently be reduced by a percentage, the numerator of which is the product of (i) the sum of the stated operating dayrate under the Amoco Contract or the Substitute Contract (limited as provided herein) for the applicable vessel plus the Transocean Drillship Differential (if the applicable vessel is the Drillship and the Amoco Drillship Contract is then in effect) minus the daily Fixed Operating Expenses attributable thereto times (ii) the number of days in the period of any deductible under the loss of hire policy then in effect for the applicable vessel, and the denominator of which is the Insurance Reserve Required Amount immediately in effect before such prepayment (provided that if neither an Amoco Contract nor a Substitute Contract is then in effect with respect to the applicable vessel, all of the foregoing shall be determined, on a pro forma basis, if necessary, as the of the Conversion Date) (the "Vessel Percentage"). If a loss of hire event of a nature covered by the loss of hire insurance policy or policies maintained pursuant to Section 6.6(b) shall occur with respect to the Drillship or the Rig after the Conversion Date and during the term of the Amoco Contract or any Substitute Contract with respect to the applicable vessel, the Borrower shall deposit (or cause to be deposited deposited) into the Insurance Reserve, as and when necessary for the Borrower to be able to pay timely and in full its Obligations and LSF Obligations becoming due and payable, an aggregate amount equal to the amount of loss of hire insurance proceeds foregone with respect to such loss of hire event as a result of any deductible under the loss of hire insurance policy then in effect, provided that the Borrower shall not be obligated to make any deposit into the Insurance Reserve Account (which deposit may be effected pursuant to any provision of this Section 6.6(c) or any comparable provision of the Lease Securitization Facility) to the extent that, after giving effect to such deposit, the aggregate amount theretofore at any time deposited by or on behalf of the transfers contemplated under Borrower into the Insurance Reserve (pursuant to any provision of this Section 3.1.6(a)6.6(c) or any comparable provision of the Lease Securitization Facility) would exceed an amount equal to one-twelfth the Insurance Reserve Required Amount then in effect less the aggregate amount of any prior deposits into the Insurance Reserve (pursuant to any provision of this Section 6.6(c) or any comparable provision of the insurance premiums that Lender reasonably estimates, based on Lease Securitization Facility) to the most recent xxxx, will be payable for the renewal of the coverage afforded extent not repaid by the insurance policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such insurance premiums at least thirty (30) days prior Borrower to the expiration of the policies required to be maintained by Borrower Guarantor pursuant to the terms and conditions hereof or (said monthly amounts hereinafter called without duplication) recouped out of Excess Cash Flow pursuant to the “Monthly Insurance Reserve Amount,” last sentence of the definition thereof. The Borrower shall thereafter use (and the aggregate amount of Collateral Agent shall make available to the Borrower) the funds held in the “Insurance Reserve Account” being the Insurance Reserve Amount)and then the loss of hire insurance proceeds to pay its Obligations, the LSF Obligations, and/or its Swap Obligations, if any, as they become due under the relevant documents. The Monthly Insurance Reserve Amount shall be subject to adjustment by Lender upon notice to Borrower (or the Guarantor on behalf of the Borrower. The Monthly Insurance Reserve Amount shall be paid by Borrower to Lender on each Payment Date. Lender will apply the Monthly Insurance Reserve Amount to payments of insurance premiums required to be made by Borrower pursuant to Article VI and under the Security Instrument. In making any payment relating to ) also in its discretion may make deposits into the Insurance Reserve Accountfrom time to time (and such deposits shall constitute funding or replenishment of the Insurance Reserve for purposes of the last sentence of the definition of the term "Excess Cash Flow"). If an Event of Loss or a Casualty Loss shall occur, Lender may do so according the Borrower shall fund the Insurance Reserve as set forth in the third preceding sentence, and shall thereafter use (and the Collateral Agent shall make available to any xxxxthe Borrower) the funds in the Insurance Reserve, statement or estimate procured from as necessary, to pay its Obligations, the insurer or agentLSF Obligations, without inquiry into if any, and/or its Swap Obligations as they become due under the accuracy of such xxxx, statement or estimate or into the validity thereofrelevant documents. If the amount of funds in the Insurance Reserve Account shall at any time exceed the amounts due for insurance premiums pursuant to Article VI, Lender shall credit such excess against future payments to be made to the Insurance Reserve Account. If at Required Amount for any time Lender reasonably determines that reason (such as, for example, the Insurance Reserve Amount is not or will not be sufficient to pay insurance premiums by the dates set forth above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to expiration lowering of the applicable deductible under the loss of hire insurance policies), the Collateral Agent shall upon request of the Borrower release the excess amount to the Borrower. Upon payment of such insurance premiums, Lender The Collateral Agent shall reassess invest and reinvest the amount necessary to be deposited amounts in the Insurance Reserve Account in such Cash Equivalents as the Borrower may specify from time to time, and shall liquidate such investments as it may be directed from time to time by the Borrower (unless an Event of Default shall have occurred and be continuing or under the Lease Securitization Facility, if any, in which event the Borrower hereby authorizes the Collateral Agent to liquidate any such investments in its sole discretion without any further direction or authorization from the Borrower), and all such investments shall be deemed to constitute part of the Insurance Reserve for all purposes of this Agreement and of the succeeding periodLease Securitization Facility, which calculation shall take into account any excess if any. On the Collateral Termination Date, all amounts remaining in the Insurance Reserve Accountshall be released to the Borrower.

Insurance Reserve. Subject to clause (a) Except as otherwise provided in Section 7.3.3 (b) below, on the Closing Date and on each Payment Date, Borrower shall, shall deposit in accordance with the time periods set forth in Section 3.1, cause to be deposited into the Insurance Reserve Cash Management Account (which deposit may be effected by the transfers contemplated under Section 3.1.6(a)) on such Payment Date an amount equal to one-twelfth (1/12th) of all the insurance premiums Insurance Premiums (estimated as set forth herein) that Lender reasonably estimates, based on the most recent xxxx, will be payable for the renewal or replacement of the coverage afforded by the insurance policies Policies upon the expiration thereof in order to accumulate with Lender during the next ensuing twelve (12) months following the Closing Date or such Payment Date until the amounts on deposit therein are sufficient funds to pay all such insurance premiums at least thirty Insurance Premiums (30estimated as set forth herein) days prior that will be payable with respect to the expiration Properties during the next ensuing twelve (12) months following such Payment Date. On each Payment Date, Borrower shall deposit in the Cash Management Account one-twelfth (1/12th) of the policies amount, if any, by which all the Insurance Premiums (estimated as set forth herein) that will be payable for renewal or replacement of the Policies upon the expiration thereof during the next ensuing twelve (12) months following such Payment Date after giving effect to the acquisition of such additional Properties exceed the amount of such Insurance Premiums before giving effect to such acquisition. The reserves required to be maintained by Borrower pursuant under the immediately preceding two sentences are referred to the terms hereof (said monthly amounts hereinafter called collectively as the “Monthly Insurance Reserve AmountReserve,” and the aggregate amounts deposited into the Insurance Reserve are referred to herein as the “Insurance Funds.” Notwithstanding anything to the contrary contained in this Section 7.3.3, in no event shall the balance of Insurance Funds contained in the Insurance Reserve ever fall below an amount equal to three-twelfths (3/12) of funds held all Insurance Premiums (estimated as set forth in Section 7.3.11) that will be payable with respect to the Properties during the next ensuing twelve (12) months following the date of any Reserve Release Date (the “Insurance Reserve Account” being Minimum Balance”), and if any disbursement of HOA Funds would cause the Insurance Reserve Amount). The Monthly Insurance Reserve Amount shall be subject to adjustment by Lender upon notice to Borrower. The Monthly Insurance Reserve Amount shall be paid by Borrower to Lender balance on each Payment Date. Lender will apply the Monthly Insurance Reserve Amount to payments of insurance premiums required to be made by Borrower pursuant to Article VI and under the Security Instrument. In making any payment relating to the Insurance Reserve Account, Lender may do so according to any xxxx, statement or estimate procured from the insurer or agent, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity thereof. If the amount of funds deposit in the Insurance Reserve Account shall exceed to fall below such amount, the amounts due for insurance premiums amount to be disbursed pursuant to Article VIsuch Reserve Release Request shall be reduced so that after giving effect to such disbursement, Lender shall credit such excess against future payments to be made to the Insurance Reserve Account. If at any time Lender reasonably determines that the Insurance Reserve Amount is not or will not be sufficient to pay insurance premiums by the dates set forth above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to expiration of the applicable insurance policies. Upon payment of such insurance premiums, Lender shall reassess the amount necessary to be deposited funds on deposit in the Insurance Reserve Account for the succeeding period, which calculation shall take into account any excess amounts remaining in be no less than the Insurance Reserve AccountMinimum Balance. (a) Notwithstanding anything to the contrary contained in this Section 7.3.3, in the event that an Acceptable Blanket Policy is in effect with respect to the Policies required pursuant to Section 6.1, deposits into the Insurance Reserve required for Insurance Premiums pursuant to this Section 7.3.3 shall be suspended to the extent that Insurance Premiums relate to such Acceptable Blanket Policy. As of the date hereof, an Acceptable Blanket Policy is in effect with respect to the Policies required as of the Closing Date pursuant to Section 6.1.

Insurance Reserve. Subject to clause (b) below, Borrower shall, in accordance with the time periods set forth in Section 3.1, cause to be deposited into the Insurance Reserve Account (which deposit may be effected by the transfers contemplated under Section 3.1.6(a)) an amount equal to one-twelfth of the insurance premiums that Lender reasonably estimates, based on the most recent xxxx, will be payable for the renewal of the coverage afforded by the insurance policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such insurance premiums at least thirty (30) days prior to the expiration of the policies required to be maintained by Borrower pursuant to the terms hereof (said monthly amounts hereinafter called the “Monthly Insurance Reserve Amount,” and the aggregate amount of funds held in the “Insurance Reserve Account” being the “Insurance Reserve Amount”). The Monthly Insurance Reserve Amount shall be subject to adjustment by Lender upon notice to Borrower. The Monthly Insurance Reserve Amount shall be paid by Borrower to Lender on each Payment Date. Lender will apply the Monthly Insurance Reserve Amount to payments of insurance premiums required to be made by Borrower pursuant to Article VI and under the Security InstrumentInstruments. In making any payment relating to the Insurance Reserve Account, Lender may do so according to any xxxx, statement or estimate procured from the insurer or agent, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity thereof. If the amount of funds in the Insurance Reserve Account shall exceed the amounts due for insurance premiums pursuant to Article VI, Lender shall credit such excess against future payments to be made to the Insurance Reserve Account. If at any time Lender reasonably determines that the Insurance Reserve Amount is not or will not be sufficient to pay insurance premiums by the dates set forth above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to expiration of the applicable insurance policies. Upon payment of such insurance premiums, Lender shall reassess the amount necessary to be deposited in the Insurance Reserve Account for the succeeding period, which calculation shall take into account any excess amounts remaining in the Insurance Reserve Account.

Insurance Reserve. Subject to clause (a) Except as otherwise provided in Section 7.3.3 (b) below, on the Closing Date and on each Payment Date, Borrower shall, shall deposit in accordance with the time periods set forth in Section 3.1, cause to be deposited into the Insurance Reserve Cash Management Account (which deposit may be effected by the transfers contemplated under Section 3.1.6(a)) on such Payment Date an amount equal to one-twelfth (1/12th) of all the insurance premiums Insurance Premiums (estimated as set forth herein) that Lender reasonably estimates, based on the most recent xxxx, will be payable for the renewal or replacement of the coverage afforded by the insurance policies Policies upon the expiration thereof in order to accumulate with Lender during the next ensuing twelve (12) months following the Closing Date or such Payment Date until the amounts on deposit therein are sufficient funds to pay all such insurance premiums at least thirty Insurance Premiums (30estimated as set forth herein) days prior that will be payable with respect to the expiration Properties during the next ensuing twelve (12) months following such Payment Date. On each Payment Date, Borrower shall deposit in the Cash Management Account one-twelfth (1/12th) of the policies amount, if any, by which all the Insurance Premiums (estimated as set forth herein) that will be payable for renewal or replacement of the Policies upon the expiration thereof during the next ensuing twelve (12) months following such Payment Date after giving effect to the acquisition of such additional Properties exceed the amount of such Insurance Premiums before giving effect to such acquisition. The reserves required to be maintained by Borrower pursuant under the immediately preceding two sentences are referred to the terms hereof (said monthly amounts hereinafter called collectively as the “Monthly Insurance Reserve AmountReserve,” and the aggregate amounts deposited into the Insurance Reserve are referred to herein as the “Insurance Funds.” Notwithstanding anything to the contrary contained in this Section 7.3.3, in no event shall the balance of Insurance Funds contained in the Insurance Reserve ever fall below an amount equal to three-twelfths (3/12) of funds held all Insurance Premiums (estimated as set forth in Section 7.3.11) that will be payable with respect to the Properties during the next ensuing twelve (12) months following the date of any Reserve Release Date (the “Insurance Reserve Account” being Minimum Balance”), and if any disbursement of HOA Funds would cause the Insurance Reserve Amount). The Monthly Insurance Reserve Amount shall be subject to adjustment by Lender upon notice to Borrower. The Monthly Insurance Reserve Amount shall be paid by Borrower to Lender balance on each Payment Date. Lender will apply the Monthly Insurance Reserve Amount to payments of insurance premiums required to be made by Borrower pursuant to Article VI and under the Security Instrument. In making any payment relating to the Insurance Reserve Account, Lender may do so according to any xxxx, statement or estimate procured from the insurer or agent, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity thereof. If the amount of funds deposit in the Insurance Reserve Account shall exceed to fall below such amount, the amounts due for insurance premiums amount to be disbursed pursuant to Article VIsuch Reserve Release Request shall be reduced so that after giving effect to such disbursement, Lender shall credit such excess against future payments to be made to the Insurance Reserve Account. If at any time Lender reasonably determines that the Insurance Reserve Amount is not or will not be sufficient to pay insurance premiums by the dates set forth above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to expiration of the applicable insurance policies. Upon payment of such insurance premiums, Lender shall reassess the amount necessary to be deposited funds on deposit in the Insurance Reserve Account for the succeeding period, which calculation shall take into account any excess amounts remaining in be no less than the Insurance Reserve AccountMinimum Balance. (a) Notwithstanding anything to the contrary contained in this Section 7.3.3, in the event that an Acceptable Blanket Policy is in effect with respect to the Policies required pursuant to DB1/ 149149761.5 Section 6.1, deposits into the Insurance Reserve required for Insurance Premiums pursuant to this Section 7.3.3 shall be suspended to the extent that Insurance Premiums relate to such Acceptable Blanket Policy. As of the date hereof, an Acceptable Blanket Policy is in effect with respect to the Policies required as of the Closing Date pursuant to Section 6.1.

Insurance Reserve. Subject to clause (b) belowOn the first day of each month, beginning May l, 2014, Borrower shallshall pay to Lender, for deposit into a reserve established by Lender (the “Insurance Reserve”), an amount reasonably determined by Lender for insurance premiums relating to the Project. At or before the Initial Advance, Borrower shall deliver to Lender, for deposit in accordance the Insurance Reserve, a sum of money which together with the monthly installments described above will be sufficient to make each insurance premium payment thirty (30) days prior to the date such payment is due. The amount of the monthly installments shall be determined on the basis of Lender’s reasonable estimate from time periods set forth in Section 3.1, cause to be deposited into the Insurance Reserve Account (which deposit may be effected by the transfers contemplated under Section 3.1.6(a)) an amount equal to one-twelfth time of the insurance premiums that Lender reasonably estimates, based for the current year (on the most recent xxxx, will be payable basis of the insurance premiums for the renewal of the coverage afforded by prior year, with adjustments when the insurance policies upon premiums are fixed for the expiration thereof in order to accumulate then current year). Borrower shall furnish Lender with Lender sufficient funds to pay all such bills for the insurance premiums for which the Insurance Reserve funds are required at least thirty (30) days prior to the expiration of date on which the policies required to be maintained by Borrower pursuant to the terms hereof (said monthly amounts hereinafter called the “Monthly Insurance Reserve Amount,” and the aggregate amount of funds held in the “Insurance Reserve Account” being the Insurance Reserve Amount). The Monthly Insurance Reserve Amount shall be subject to adjustment by Lender upon notice to Borrower. The Monthly Insurance Reserve Amount shall be paid by Borrower to Lender on each Payment Date. Lender will apply the Monthly Insurance Reserve Amount to payments of insurance premiums required to be made by Borrower pursuant to Article VI and under the Security Instrument. In making any payment relating to the Insurance Reserve Account, Lender may do so according to any xxxx, statement or estimate procured from the insurer or agent, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity thereof. If the amount of funds in the Insurance Reserve Account shall exceed the amounts due for insurance premiums pursuant to Article VI, Lender shall credit such excess against future payments to be made to the Insurance Reserve Accountfirst become payable. If at any time Lender reasonably determines that the amount on deposit in the Insurance Reserve Amount Reserve, together with the monthly installments to be paid by Borrower before such insurance premiums are payable, is not or will not be sufficient insufficient to pay insurance premiums by the dates set forth above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to expiration of the applicable insurance policies. Upon payment of such insurance premiums, Borrower shall pay any deficiency to Lender promptly upon demand, for deposit in the Insurance Reserve. Lender shall reassess pay such insurance premiums when the amount necessary to be deposited on deposit in the Insurance Reserve Account is sufficient to pay such insurance premiums and Lender has received a bxxx for such insurance premiums. Borrower shall not be obligated to escrow for insurance obtained by the Condominium Association for the succeeding periodcommon areas of the Condominium Project, which calculation shall take into account any excess amounts remaining in the Insurance Reserve Accounthowever, Borrower shall, upon request of Lender, provide Lender with copies of paid invoices regarding such insurance.

Insurance Reserve. Subject On each Payment Date, Borrowers shall pay to clause Administrative Agent, for deposit into a reserve established by Administrative Agent (b) belowthe “Insurance Reserve”), Borrower shall, in accordance with the time periods set forth in Section 3.1, cause to be deposited into the Insurance Reserve Account (which deposit may be effected by the transfers contemplated under Section 3.1.6(a)) an amount equal to one-twelfth 1/12th of the amount determined by Administrative Agent for annual insurance premiums required to be maintained by Borrowers relating to the Projects. At or before the Initial Advance, Borrowers shall deliver to Administrative Agent, for deposit in the Insurance Reserve, a sum of money in an amount equal to $436,667.00 (which initial deposit may be made from Loan proceeds), which together with the monthly installments will be sufficient to make each insurance premium payment thirty (30) days prior to the date such payment is due. The amount of the monthly installments shall be determined on the basis of Administrative Agent’s reasonable estimate from time to time of the insurance premiums that Lender reasonably estimates, based for the current year (on the most recent xxxx, will be payable basis of the insurance premiums for the renewal of the coverage afforded by prior year, with adjustments when the insurance policies upon premiums are fixed for the expiration thereof in order to accumulate then current year). Borrowers shall furnish Administrative Agent with Lender sufficient funds to pay all such bills for the insurance premiums for which the Insurance Reserve funds are required at least thirty (30) days prior to the expiration of date on which the policies required to be maintained by Borrower pursuant to the terms hereof (said monthly amounts hereinafter called the “Monthly Insurance Reserve Amount,” and the aggregate amount of funds held in the “Insurance Reserve Account” being the Insurance Reserve Amount). The Monthly Insurance Reserve Amount shall be subject to adjustment by Lender upon notice to Borrower. The Monthly Insurance Reserve Amount shall be paid by Borrower to Lender on each Payment Date. Lender will apply the Monthly Insurance Reserve Amount to payments of insurance premiums required to be made by Borrower pursuant to Article VI and under the Security Instrument. In making any payment relating to the Insurance Reserve Account, Lender may do so according to any xxxx, statement or estimate procured from the insurer or agent, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity thereof. If the amount of funds in the Insurance Reserve Account shall exceed the amounts due for insurance premiums pursuant to Article VI, Lender shall credit such excess against future payments to be made to the Insurance Reserve Accountfirst become payable. If at any time Lender reasonably determines that the amount on deposit in the Insurance Reserve, together with the monthly installments to be paid by Borrowers before such insurance premiums are payable, is insufficient to pay such insurance premiums, Borrowers shall pay any deficiency to Administrative Agent immediately upon demand, for deposit in the Insurance Reserve. Administrative Agent shall pay such insurance premiums when the amount on deposit in the Insurance Reserve Amount is not or will not be sufficient to pay such insurance premiums by and Administrative Agent has received a xxxx for such insurance premiums. Notwithstanding anything to the dates set forth abovecontrary in this Section 3.1(2), Lender Borrowers shall notify Borrower of such determination and Borrower shall increase its NOT be required to make an initial deposit into the Insurance Reserve with respect to, or make monthly payments to Lender Administrative Agent as described in the first sentence of this Section 3.1(2) with respect, a Project, so long as Borrowers maintain a blanket insurance policy covering such Project which provides for all of the insurance required by the amount that Lender reasonably estimates is sufficient this Agreement to make up the deficiency be maintained for such Project, in form and scope acceptable to Administrative Agent, and provides evidence to Administrative Agent at least thirty (30) 20 days prior to expiration of such policy that such policy has been renewed for another one-year term and the applicable insurance policies. Upon payment of such insurance premiums, Lender shall reassess the amount necessary to be deposited premium therefore has been paid for in advance.(As used in the Insurance Reserve Account for immediate preceding sentence, a “blanket insurance policy” means a policy of insurance covering multiple real properties, no more than 50% of which real properties are the succeeding period, which calculation shall take into account any excess amounts remaining in the Insurance Reserve AccountProjects).

Insurance Reserve. Subject to clause (b) below, Borrower shall, in accordance with the time periods set forth in Section 3.1on each Payment Date, deposit or cause to be deposited into the Insurance Reserve Account (which deposit may be effected by the transfers contemplated under Section 3.1.6(a)) on or before such Payment Date) an amount equal to one-twelfth of the insurance premiums that Lender reasonably estimatesestimates (taking into account any prior deposits in the Insurance Reserve Account), based on the most recent xxxx, will be payable for the renewal of the coverage afforded by the insurance policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such insurance premiums at least thirty (30) days prior to the expiration of the policies required to be maintained by Borrower pursuant to the terms hereof (said monthly amounts hereinafter called the “Monthly Insurance Reserve Amount,” and the aggregate amount of funds held in the Insurance Reserve Account being the “Insurance Reserve Account” being the Insurance Reserve Amount”). The Monthly Insurance Reserve Amount shall be subject to adjustment by Lender upon notice to Borrower. The Monthly Insurance Reserve Amount shall be paid by Borrower to Lender on each Payment Date. Lender will apply the Monthly Insurance Reserve Amount to payments of insurance premiums required to be made by Borrower pursuant to Article VI and under the Security Instrument. In making any payment relating to the Insurance Reserve Account, Lender may do so according to any xxxx, statement or estimate procured from the insurer or agent, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity thereof. If the amount of funds in the Insurance Reserve Account shall exceed the amounts due for insurance premiums pursuant to Article VI, Lender shall credit such excess against future payments to be made to the Insurance Reserve Account. If at any time Lender reasonably determines that the Insurance Reserve Amount is not or will not be sufficient to pay insurance premiums by the dates set forth above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to expiration of the applicable insurance policies. Upon payment of such insurance premiums, Lender shall reassess the amount necessary to be deposited in the Insurance Reserve Account for the succeeding period, which calculation shall take into account any excess amounts remaining in the Insurance Reserve Account.

Insurance Reserve. Subject to clause (bi) below, Borrower shall, in accordance with the time periods set forth in Section 3.1for purposes of creating an initial reserve for payment of insurance premiums, deposit (or cause to be deposited into deposited) with Lender (or such agent of Lender as Lender may designate in writing to Borrower from time to time), on the Insurance Reserve Account Closing Date, 2/12th of the allocated annual charges (which as estimated by Lender) for all insurance premiums with respect to the insurance required pursuant to Section 5.4 with respect to the Mortgaged Property. In the event the annual charges for such insurance premiums increase after the Closing Date by more than ten percent (10%), Borrower shall deposit with Lender (or such agent of Lender as Lender may designate in writing to Borrower from time to time), 2/12th of the amount of such increase. To the extent that funds on deposit with Lender pursuant to this Section 5.5(B)(i) exceed the amount, as estimated by Lender, required to be effected by on deposit with Lender, pursuant to this Section 5.5(B)(i), Lender shall, promptly after Borrower’s request, return such excess to the transfers contemplated under Section 3.1.6(a)) an amount equal to one-twelfth Borrower. Borrower shall be responsible for the payment of the insurance premiums relating to the Mortgaged Property on a timely basis, without disbursements being made from the Insurance Escrow Account; provided that Borrower shall require its insurance broker or insurance carrier, on a quarterly basis, to (y) provide Lender reasonably estimateswith confirmation of the payment of any insurance premiums and (z) notify Lender of any default by Borrower in the payment of any insurance premiums. (ii) After the occurrence, based and during the continuance, of an Event of Default, the provisions of this Section 5.5(B)(ii) shall apply. Borrower shall deposit (or cause to be deposited) with Lender (or such agent of Lender as Lender may designate in writing to Borrower from time to time), monthly, on each Payment Date, (i) 1/12th of the most recent xxxxallocated annual charges (as estimated by Lender) for all insurance premiums with respect to the insurance required pursuant to Section 5.4 relating to the Mortgaged Property and (ii) a sum of money which, together with such monthly deposits, will be payable sufficient to make the payment of each such charge at least fifteen (15) days prior to the date finally delinquent. Should such charges not be ascertainable at the time any deposit is required to be made, the deposit shall be made on the basis of 110% of the charges for the renewal of prior year or payment period, as reasonably estimated by Lender. When the coverage afforded by charges are fixed for the insurance policies upon then current year or period, the expiration thereof in order to accumulate with Lender sufficient funds to pay all such insurance premiums at least Borrower shall deposit any deficiency within thirty (30) days prior following demand, and to the expiration of the policies required to extent there is any excess, such amount shall, upon written request, be maintained by Borrower pursuant to the terms hereof (said monthly amounts hereinafter called the “Monthly Insurance Reserve Amount,” and the aggregate amount of funds held in the “Insurance Reserve Account” being the Insurance Reserve Amount). The Monthly Insurance Reserve Amount shall be subject to adjustment by Lender upon notice returned to Borrower. The Monthly Insurance Reserve Amount funds so deposited may be applied in payment of the charges for which such funds shall have been deposited or to the payment of the Obligations or any other charges affecting the Mortgaged Property, as Lender in its sole and absolute discretion may determine, but no such application shall be paid by Borrower deemed to Lender on each Payment Date. Lender will apply the Monthly Insurance Reserve Amount to payments of insurance premiums required to be have been made by Borrower pursuant to Article VI and under the Security Instrumentoperation of law or otherwise until actually made by Lender as herein provided. In making any payment relating to the Insurance Reserve Account, Lender may do so according to any xxxx, statement or estimate procured from the insurer or agent, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity thereof. If the amount of funds in the Insurance Reserve Account shall exceed the amounts due for insurance premiums pursuant to Article VI, Lender shall credit such excess against future payments to be made to the Insurance Reserve Account. If at any time Lender reasonably determines that the Insurance Reserve Amount is not or will not be sufficient to pay insurance premiums by the dates set forth above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to provide Lender by with bills and all other documents necessary for the amount that Lender reasonably estimates is sufficient to make up payment of the deficiency foregoing charges at least thirty ten (3010) days prior to expiration the date on which each payment thereof shall first become delinquent. So long as (i) no Event of Default exists, (ii) Borrower has provided Lender with the foregoing bills and other documents in a timely manner, and (iii) sufficient funds are held by Lender for the payment of the applicable then due insurance policies. Upon payment of such insurance premiumspremiums relating to the Mortgaged Property, Lender shall reassess pay said items or disburse to the Borrower from the funds deposited pursuant to the Section 5.5(B)(ii) an amount necessary sufficient to pay said items, provided, however, Lender will not be required to disburse funds deposited in the Insurance Reserve Account for the succeeding period, which calculation shall take into account any excess amounts remaining in the Insurance Reserve Accountpursuant to Section 5.5(B)(i).