Common use of Payment of Losses Clause in Contracts

Payment of Losses. (a) Subject to Article 14, the loss under all policies required by any provision of this Lease insuring against damage to the Building by fire or other casualty shall be payable: (i) to Tenant, as trustee, if the amount thereof is less than Five Hundred Thousand and No/100 Dollars ($500,000.00), otherwise to the Depositary. If a loss shall be payable to Tenant, as trustee, Tenant, provided that there is no Default by Tenant hereunder, (1) shall hold the insurance proceeds with respect to such loss in trust for the sole purpose of paying the cost of the Restoration, and (2) shall apply such proceeds first to the payment in full of the cost of the Restoration before using any part of the same for any other purpose. Tenant shall give Landlord notice of completion of the Restoration within thirty (30) days thereafter. Within thirty (30) days after the date of such notice, Tenant shall pay over to Landlord the unapplied proceeds and the trust obligations hereunder with respect to such proceeds shall terminate. Notwithstanding the foregoing, if there is a Default by Tenant hereunder, Tenant shall pay (or assign) all insurance proceeds with respect to such loss to Landlord. (b) All Insurance Policies shall be in such form and shall be issued by such responsible companies licensed and authorized to do business in the State where the Premises are located as are reasonably acceptable to Landlord. All such companies shall have a policyholder rating of not less than A-VII, as rated in the most recent edition of Best’s Key Rating Guide for insurance companies or, if Best’s ceases to be published, in a similar rating guide reasonably acceptable to Landlord. All policies referred to in this Lease shall be procured, or caused to be procured, by Tenant, at no expense to Landlord, and for periods of not less than one (1) year. Evidence of Insurance (XXXXX 27 or in such other form acceptable to Landlord) shall be delivered to Landlord on or before each anniversary of the effective date of the policy, together with paid receipts therefor. Premiums on policies shall not be financed in any manner whereby the lender, on default or otherwise, shall have the right or privilege of surrendering or canceling or requesting the surrender or cancellation of the policies, provided, however, that premiums may be paid in such installments as are permitted pursuant to the provisions of the applicable policy so long as payment by installments will not allow the insurer thereunder to cancel said policy. If Tenant fails to submit such policies or certificates to Landlord within the specified time, or otherwise fails to obtain and maintain insurance coverages in accordance with this Article 6, then, Landlord, upon fifteen (15) days’ prior written notice to Tenant and Tenant’s failure to cure within said period, may, but shall not be obligated to, procure such insurance on behalf of, and at the expense of, Tenant, and if Landlord exercises such right and expends any funds to obtain such insurance, Tenant shall reimburse Landlord for such amounts upon demand, it being understood that any such sums for which Tenant is required to reimburse Landlord shall constitute additional rent under this Lease. Such a failure shall constitute a Default hereunder and the reimbursement obligations herein shall survive the Expiration Date or earlier termination hereof. (c) Tenant and Landlord shall cooperate in connection with the collection of any insurance moneys that may be due in the event of loss, and Tenant and Landlord shall execute and deliver such proofs of loss and other instruments which may be required for the purpose of obtaining the recovery of any such insurance moneys. (d) Tenant shall not carry separate insurance concurrent in form or contributing in the event of loss with that required by this Lease to be furnished by Tenant, unless Landlord and each Mortgagee is included therein as additional named insureds with any loss payable as provided in this Lease. Tenant shall immediately notify Landlord of the carrying of any such separate insurance and shall cause the same to be delivered as required in this Lease. (e) Tenant shall not violate or permit to be violated any of the conditions or provisions of any of the Insurance Policies, or take or fail to take any action that could impair coverage under the Insurance Policies, and Tenant shall so perform and satisfy or cause to be performed and satisfied the requirements of the companies writing such policies so that at all times companies of good standing, satisfactory to Landlord (as provided in Section 6.02(a) hereof), shall be willing to write and continue such insurance and all such Insurance Policies shall continue in full force and effect without interruption and with all premiums paid. (f) Each Insurance Policy and each certificate therefor issued by the insurer shall contain (i) an agreement by the insurer that such policy shall not be cancelled or modified without at least thirty (30) days’ (ten (10) days in the case of cancellation for non-payment of premiums) prior written notice to Landlord and each Mortgagee, and (ii) a waiver of subrogation by the insurer of any right to recover the amount of any loss resulting from the negligence of Landlord or its agents, employees or licensees. (g) Landlord shall not be limited in the proof of any damages which Landlord may claim against Tenant arising out of or by reason of Tenant’s failure to provide and keep in force insurance, as aforesaid, to the amount of the insurance premium or premiums not paid or incurred by Tenant and which would have been payable under such insurance, but Landlord shall also be entitled to recover as damages for such breach the uninsured amount of any loss, to the extent of any deficiency in the insurance required by the provisions of this Lease, and damages, costs and expenses of suit suffered or incurred by reason of damage to, or destruction of, the Premises occurring during any period when Tenant shall have failed or neglected to provide insurance as aforesaid. (h) Tenant hereby waives any and every claim for recovery from the Landlord for any and all loss or damage to the Land, Improvements or the Building or to the contents thereof, whether such loss or damage is due to the negligence of Landlord or its agents or employees, which loss or damage is required to be insured pursuant to this Lease, or the Restrictions; provided, however, that the foregoing waiver shall not be operative in any case where the effect thereof is to invalidate insurance coverage of the waiving party; provided further, that Tenant agrees to give written notice of the terms of this waiver to each insurance company which has issued, or in the future may issue, policies of physical damage to it, and to have said insurance policies properly endorsed to prevent the invalidation of said insurance coverage by reason of said waiver and provided further that such insurance company waives all rights of subrogation which it might have against Landlord.

Payment of Losses. (a) Subject to Article 14, the The loss under all policies required by any provision of this Lease insuring against damage to the Building by fire or other casualty shall be payable: (i) to Tenant, as trustee, if the amount thereof is less than Five Hundred Thousand and No/100 Dollars $100,000, or (ii) to Depositary, if the amount thereof is $500,000.00), otherwise to the Depositary100,000 or more. If a loss shall be payable to Tenant, as trustee, Tenant, provided that there is no Default by Tenant hereunder, (1) shall hold the insurance proceeds with respect to such loss in trust for the sole purpose of paying the cost of the Restoration, and (2) shall apply such proceeds first to the payment in full of the cost of the Restoration before using any part of the same for any other purpose. Tenant shall give Landlord notice of completion of the Restoration within thirty ten (3010) days thereafter. Within thirty If Landlord makes no claim or objection with respect to such proceeds or their disposition within ninety (3090) days after the date of such noticenotice is given, then Tenant shall may pay over to Landlord itself the unapplied proceeds and the trust obligations hereunder with respect to such proceeds shall terminate. Notwithstanding the foregoing, if there is a Default by Tenant hereunder, Tenant shall pay (or assign) all insurance proceeds with respect to such loss to Landlord. (b) All Insurance Policies shall be in such form and shall be issued by such responsible companies licensed and authorized to do business in the State where the Premises are located of Michigan as are reasonably acceptable to Landlord. All such companies shall have a policyholder rating of not less than A-VII, A and be assigned a financial size category of no less than X as rated in the most recent edition of Best’s 's Key Rating Guide for insurance companies or, (or if Best’s 's ceases to be published, ) in a similar rating guide reasonably acceptable to Landlord. All policies referred to in this Lease shall be procured, or caused to be procured, by Tenant, at no expense to Landlord, and for periods of not less than one (1) year. Evidence A photocopy of Insurance (XXXXX 27 or in each such other form acceptable policy, certified by the insurer to Landlord) be a true copy thereof, shall be delivered to Landlord on immediately upon request by Landlord. In addition thereto, Tenant shall deliver to Landlord certificates of the insurance required hereunder together with paid receipts therefor. Certificates of new or renewal insurance replacing any insurance expiring during the Term shall be delivered as aforesaid at least fifteen (15) days before the date of expiration, together with proof satisfactory to Landlord that the full premiums have been paid for at least the first year of the term of such policies. During the term of such policies, at least fifteen (15) days before each anniversary of the effective date of the policy, together with Tenant shall deliver to Landlord proof satisfactory to Landlord that the full premiums have been paid receipts thereforfor at least the next year of the term of the policy. Premiums on policies shall not be financed in any manner whereby the lender, on default or otherwise, shall have the right or privilege of surrendering or canceling or requesting the surrender or cancellation of the policies, provided, however, that premiums may be paid in such installments as are permitted pursuant to the provisions of the applicable policy so long as payment by installments will not allow the insurer thereunder to cancel said policy. If Tenant fails to submit such policies or certificates to Landlord within the specified time, or otherwise fails to obtain and maintain insurance coverages in accordance with this Article 6, then, Landlord, upon fifteen (15) days’ prior written policy without notice to Tenant and Tenant’s failure to cure within said period, may, but shall not be obligated to, procure such insurance on behalf of, and at the expense of, Tenant, and if Landlord exercises such right and expends any funds to obtain such insurance, Tenant shall reimburse Landlord for such amounts upon demand, it being understood that any such sums for which Tenant is required to reimburse Landlord shall constitute additional rent under this Lease. Such a failure shall constitute a Default hereunder and the reimbursement obligations herein shall survive the Expiration Date or earlier termination hereofinsureds. (c) Tenant and Landlord shall cooperate in connection with the collection of any insurance moneys that may be due in the event of loss, and Tenant and Landlord shall execute and deliver such proofs of loss and other instruments which may be required for the purpose of obtaining the recovery of any such insurance moneys. (d) Tenant shall not carry separate insurance concurrent in form or contributing in the event of loss with that required by this Lease to be furnished by Tenant, unless Landlord and each Mortgagee is included therein as additional named insureds with any loss payable as provided in this Lease. Tenant shall immediately notify Landlord of the carrying of any such separate insurance and shall cause the same to be delivered as required in this Lease. (e) Tenant shall not violate or permit to be violated any of the conditions or provisions of any of the Insurance Policies, or take or fail to take any action that could impair coverage under the Insurance Policies, and Tenant shall so perform and satisfy or cause to be performed and satisfied the requirements of the companies writing such policies so that at all times companies of good standing, satisfactory to Landlord (as provided in Section 6.02(a6.02(b) hereof), shall be willing to write and continue such insurance and all such Insurance Policies shall continue in full force and effect without interruption and with all premiums paidinsurance. (f) Each Insurance Policy and each certificate or memorandum therefor issued by the insurer shall contain contain, as applicable (i) a provision that no act or omission of Tenant shall affect or limit the obligation of the insurer to pay Landlord or any Mortgagee the amount of any loss sustained, (ii) an agreement by the insurer that such policy shall not be cancelled or modified without at least thirty (30) days’ (ten (10) days in the case of cancellation for non-payment of premiums) ' prior written notice to Landlord and each Mortgagee, and (iiiii) a waiver of subrogation by the insurer of any right to recover the amount of any loss resulting from the negligence of Landlord or its agents, employees or licenseeslicensees to the extent of available Landlord's insurance. (g) Landlord shall not be limited in the proof of any damages which Landlord may claim against Tenant arising out of or by reason of Tenant’s 's failure to provide and keep in force insurance, as aforesaid, to the amount of the insurance premium or premiums not paid or incurred by Tenant and which would have been payable under such insurance, but Landlord shall also be entitled to recover as damages for such breach the uninsured amount of any loss, to the extent of any deficiency in the insurance required by the provisions of this Lease, and damages, costs and expenses of suit suffered or incurred by reason of damage to, or destruction of, the Premises occurring during any period when Tenant shall have failed or neglected to provide insurance as aforesaid. (h) Each of Landlord and Tenant hereby waives any and every claim for recovery from the Landlord other for any and all loss or damage to the Land, Improvements Land or the Building or to the contents thereof, whether such loss or damage is due to the negligence of Landlord or its Tenant or their respective agents or employees, which loss or damage is required to be insured pursuant to this Lease, Lease by valid and collectible insurance policies and then only to the extent of the proceeds collected or the Restrictionscollectible under such insurance policies; provided, however, that the foregoing waiver shall not be operative in any case where the effect thereof is to invalidate any insurance coverage of the waiving partyparty or increase the cost of such insurance coverage; provided further, that Landlord and Tenant agrees each agree to give written notice of the terms of this mutual waiver to each insurance company which has issued, or in the future may issue, policies of physical damage to it, it and to have said insurance policies properly endorsed to prevent the invalidation of said insurance coverage by reason of said waiver and provided further that such insurance company waives all rights of subrogation which it might have against LandlordLandlord or Tenant, as the case may be.

Payment of Losses. (a) Subject to Article 14, the The loss under all policies required by any provision of this Lease insuring against damage to the Building by fire or other casualty shall be payable: (i) to Tenant, as trustee, if the amount thereof is less than Five Hundred Thousand and No/100 Dollars $100,000, or (ii) to Depositary, if the amount thereof is $500,000.00), otherwise to the Depositary100,000 or more. If a loss shall be payable to Tenant, as trustee, Tenant, provided that there is no Default by Tenant hereunder, (1) shall hold the insurance proceeds with respect to such loss in trust for the sole purpose of paying the cost of the Restoration, and (2) shall apply such proceeds first to the payment in full of the cost of the Restoration before using any part of the same for any other purpose. Tenant shall give Landlord notice of completion of the Restoration within thirty ten (3010) days thereafter. Within thirty If Landlord makes no claim or objection with respect to such proceeds or their disposition within ninety (3090) days after the date of such noticenotice is given, then Tenant shall may pay over to Landlord itself the unapplied proceeds and the trust obligations hereunder with respect to such proceeds shall terminate. Notwithstanding the foregoing, if there is a Default by Tenant hereunder, Tenant shall pay (or assign) all insurance proceeds with respect to such loss to Landlord. (b) All Insurance Policies shall be in such form and shall be issued by such responsible companies licensed and authorized to do business in the State where the Premises are located of Michigan as are reasonably acceptable to Landlord. All such companies shall have a policyholder rating of not less than A-VII, A and be assigned a financial size category of no less than X as rated in the most recent edition of Best’s 's Key Rating Guide for insurance companies or, (or if Best’s 's ceases to be published, ) in a similar rating guide reasonably acceptable to Landlord. All policies referred to in this Lease shall be procured, or caused to be procured, by Tenant, at no expense to Landlord, and for periods of not less than one (1) year. Evidence A photocopy of Insurance (XXXXX 27 or in each such other form acceptable policy, certified by the insurer to Landlord) be a true copy thereof, shall be delivered to Landlord on immediately upon request by Landlord. In addition thereto, Tenant shall deliver to Landlord certificates of the insurance required hereunder together with paid receipts therefor. Certificates of new or renewal insurance replacing any insurance expiring during the Term shall be delivered as aforesaid at least fifteen (15) days before the date of expiration, together with proof satisfactory to Landlord that the full premiums have been paid for at least the first year of the term of such policies. During the term of such policies, at least fifteen (15) days before each anniversary of the effective date of the policy, together with Tenant shall deliver to Landlord proof satisfactory to Landlord that the full premiums have been paid receipts thereforfor at least the next year of the term of the policy. Premiums on policies shall not be financed in any manner whereby the lender, on default or otherwise, shall have the right or privilege of surrendering or canceling or requesting the surrender or cancellation of the policies, provided, however, that premiums may be paid in such installments as are permitted pursuant to the provisions of the applicable policy so long as payment by installments will not allow the insurer thereunder to cancel said policy. If Tenant fails to submit such policies or certificates to Landlord within the specified time, or otherwise fails to obtain and maintain insurance coverages in accordance with this Article 6, then, Landlord, upon fifteen (15) days’ prior written policy without notice to Tenant and Tenant’s failure to cure within said period, may, but shall not be obligated to, procure such insurance on behalf of, and at the expense of, Tenant, and if Landlord exercises such right and expends any funds to obtain such insurance, Tenant shall reimburse Landlord for such amounts upon demand, it being understood that any such sums for which Tenant is required to reimburse Landlord shall constitute additional rent under this Lease. Such a failure shall constitute a Default hereunder and the reimbursement obligations herein shall survive the Expiration Date or earlier termination hereofinsureds. (c) Tenant and Landlord shall cooperate in connection with the collection of any insurance moneys that may be due in the event of loss, and Tenant and Landlord shall execute and deliver such proofs of loss and other instruments which may be required for the purpose of obtaining the recovery of any such insurance moneys. (d) Tenant shall not carry separate insurance concurrent in form or contributing in the event of loss with that required by this Lease to be furnished by Tenant, unless Landlord and each Mortgagee is included therein as additional named insureds with any loss payable as provided in this Lease. Tenant shall immediately notify Landlord of the carrying of any such separate insurance and shall cause the same to be delivered as required in this Lease. (e) Tenant shall not violate or permit to be violated any of the conditions or provisions of any of the Insurance Policies, or take or fail to take any action that could impair coverage under the Insurance Policies, and Tenant shall so perform and satisfy or cause to be performed and satisfied the requirements of the companies writing such policies so that at all times companies of good standing, satisfactory to Landlord (as provided in Section 6.02(a6.02(b) hereof), shall be willing to write and continue such insurance and all such Insurance Policies shall continue in full force and effect without interruption and with all premiums paidinsurance. (f) Each Insurance Policy and each certificate or memorandum therefor issued by the insurer shall contain contain, as applicable (i) a provision that no act or omission of Tenant shall affect or limit the obligation of the insurer to pay Landlord or any Mortgagee the amount of any loss sustained, (ii) an agreement by the insurer that such policy shall not be cancelled or modified without at least thirty (30) days’ (ten (10) days in the case of cancellation for non-payment of premiums) ' prior written notice to Landlord and each Mortgagee, and (iiiii) a waiver of subrogation by the insurer Insurer of any right to recover the amount of any loss resulting from the negligence of Landlord or its agents, employees or licenseeslicensees to the extent of available Landlord's insurance. (g) Landlord shall not be limited in the proof of any damages which Landlord may claim against Tenant arising out of or by reason of Tenant’s 's failure to provide and keep in force insurance, as aforesaid, to the amount of the insurance premium or premiums not paid or incurred by Tenant and which would have been payable under such insurance, but Landlord shall also be entitled to recover as damages for such breach the uninsured amount of any loss, to the extent of any deficiency in the insurance required by the provisions of this Lease, and damages, costs and expenses of suit suffered or incurred by reason of damage to, or destruction of, the Premises occurring during any period when Tenant shall have failed or neglected to provide insurance as aforesaid. (h) Each of Landlord and Tenant hereby waives any and every claim for recovery from the Landlord other for any and all loss or damage to the Land, Improvements Land or the Building or to the contents thereof, whether such loss or damage is due to the negligence of Landlord or its Tenant or their respective agents or employees, which loss or damage is required to be insured pursuant to this Lease, Lease by valid and collectible insurance policies and then only to the extent of the proceeds collected or the Restrictionscollectible under such insurance policies; provided, however, that the foregoing waiver shall not be operative in any case where the effect thereof is to invalidate any insurance coverage of the waiving partyparty or increase the cost of such insurance coverage; provided further, that Landlord and Tenant agrees each agree to give written notice of the terms of this mutual waiver to each insurance company which has issued, or in the future may issue, policies of physical damage to it, and to have said insurance policies properly endorsed to prevent the invalidation of said insurance coverage by reason of said waiver and provided further that such insurance company waives all rights of subrogation which it might have against LandlordLandlord or Tenant, as the case may be.

Payment of Losses. (a) Subject to Article 14, the loss under all policies required by Except as specifically set forth in any provision other section of this Lease insuring against damage to the Building by fire or other casualty shall be payable: (i) to Tenant, as trustee, if the amount thereof is less than Five Hundred Thousand and No/100 Dollars ($500,000.00), otherwise to the Depositary. If a loss shall be payable to Tenant, as trustee, Tenant, provided that there is no Default by Tenant hereunder, (1) shall hold the insurance proceeds Purchase Agreement with respect to such loss in trust for the sole purpose payment of paying the cost losses, which section shall govern payment of the Restoration, and (2) shall apply such proceeds first to the payment in full of the cost of the Restoration before using any part of the same for any other purpose. Tenant shall give Landlord notice of completion of the Restoration within thirty (30) days thereafter. Within thirty (30) days after the date of such notice, Tenant shall pay over to Landlord the unapplied proceeds and the trust obligations hereunder losses with respect to such proceeds shall terminate. Notwithstanding matters set forth therein, the foregoing, if there is a Default by Tenant hereunder, Tenant indemnifying party shall pay (or assign) all insurance proceeds with respect to the indemnified person in cash the amount of any Indemnity Loss to which the indemnified person may become entitled by reason of the provisions of this Agreement, such loss to Landlord. (b) All Insurance Policies shall be in such form and shall be issued by such responsible companies licensed and authorized to do business in the State where the Premises are located as are reasonably acceptable to Landlord. All such companies shall have a policyholder rating of not less than A-VII, as rated in the most recent edition of Best’s Key Rating Guide for insurance companies or, if Best’s ceases payment to be published, in a similar rating guide reasonably acceptable made within sixty (60) business days after any such amount of losses is finally determined either pursuant to Landlord. All policies referred to in this Lease shall be procured, or caused to be procured, by Tenant, at no expense to Landlord, and for periods of not less than one (1) year. Evidence of Insurance (XXXXX 27 or in such other form acceptable to Landlord) shall be delivered to Landlord on or before each anniversary mutual agreement of the effective date Parties, pursuant to the second sentence of the policySection 9.03, together with paid receipts therefor. Premiums on policies shall not be financed in any manner whereby the lender, on default or otherwise, shall have the right or privilege of surrendering or canceling or requesting the surrender or cancellation of the policies, provided, however, that premiums may be paid in such installments as are permitted pursuant to the provisions of Section 9.04(a) or pursuant to the applicable policy so long as payment by installments will not allow the insurer thereunder dispute resolution provisions set forth in Article XI or pursuant to cancel said policya final, unappealable binding judgment of a court with jurisdiction. If Tenant fails to submit such policies or certificates to Landlord within the specified time, or otherwise fails to obtain and maintain insurance coverages in accordance with this Article 6, then, Landlord, upon fifteen (15) days’ prior written notice to Tenant and Tenant’s failure to cure within said period, may, but shall not be obligated to, procure such insurance on behalf of, and at the expense of, Tenant, and if Landlord exercises such right and expends any funds to obtain such insurance, Tenant shall reimburse Landlord for such amounts upon demand, it being understood that any such sums for which Tenant is required to reimburse Landlord shall constitute additional rent under this Lease. Such a failure shall constitute a Default hereunder and the reimbursement obligations herein shall survive the Expiration Date or earlier termination hereof. (c) Tenant and Landlord shall cooperate in connection with the collection of any insurance moneys that may be due in the event of loss, and Tenant and Landlord shall execute and deliver such proofs of loss and other instruments which may be required for the purpose of obtaining the recovery of any such insurance moneys. (d) Tenant shall not carry separate insurance concurrent in form or contributing in the event of loss with that required by this Lease to be furnished by Tenant, unless Landlord and each Mortgagee is included therein as additional named insureds with any loss payable as provided in this Lease. Tenant shall immediately notify Landlord of the carrying of any such separate insurance and shall cause the same to be delivered as required in this Lease. (e) Tenant shall not violate or permit to be violated any of the conditions or provisions of any of Physicians is the Insurance Policiesindemnifying party and fails to make payment as contemplated by this Section 9.05, or take or fail to take any action that could impair coverage under the Insurance PoliciesAOR, and Tenant shall so perform and satisfy or cause to be performed and satisfied the requirements of the companies writing such policies so that at all times companies of good standing, satisfactory to Landlord (as provided in Section 6.02(a) hereof)its election, shall be willing entitled to write and continue such insurance and all such Insurance Policies shall continue in full force and effect without interruption and with all premiums paid. (f) Each Insurance Policy and each certificate therefor issued by the insurer shall contain (i) an agreement cancel the number of shares of the AOR Common Stock held by such indemnifying party or, with respect to shares of AOR Common Stock entitled to be received by such indemnifying party, terminate its obligation to deliver such number of shares of AOR Common Stock, valued at the insurer that such policy shall not be cancelled Market Price per share as of the date payment was due under this Section 9.05, representing the amount equal to or modified without at least thirty (30) days’ (ten (10) days in less than the case amount of cancellation for non-payment of premiums) prior written notice to Landlord and each MortgageeIndemnity Loss, and or (ii) a waiver of subrogation set off all or any amounts payable under the Note held by the insurer of any right to recover such Physician, representing the amount of any loss resulting from the negligence of Landlord equal to or its agents, employees or licensees. (g) Landlord shall not be limited in the proof of any damages which Landlord may claim against Tenant arising out of or by reason of Tenant’s failure to provide and keep in force insurance, as aforesaid, to less than the amount of the insurance premium Indemnity Loss, or premiums not paid or incurred by Tenant and which would have been payable under such insuranceeach of the foregoing, but Landlord in no event shall also AOR be entitled to recover as damages for such breach offset amounts in excess of the uninsured amount of any loss, to the extent of any deficiency in the insurance required by the provisions of this Lease, and damages, costs and expenses of suit suffered or incurred by reason of damage to, or destruction of, the Premises occurring during any period when Tenant shall have failed or neglected to provide insurance as aforesaid. (h) Tenant hereby waives any and every claim for recovery from the Landlord for any and all loss or damage to the Land, Improvements or the Building or to the contents thereof, whether such loss or damage is due to the negligence of Landlord or its agents or employees, which loss or damage is required to be insured Indemnity Loss pursuant to this LeaseSection 9.05. Such indemnifying party agrees to redeliver to AOR the certificates representing any such shares canceled by AOR or any Note that, or the Restrictions; provided, however, that the foregoing waiver shall not be operative in any case where the effect thereof is to invalidate insurance coverage as a result of the waiving party; provided furtherexercise of set-off rights is paid in full. If AOR or AOR Management is the indemnifying party and fails to make payment as contemplated by this Section 9.05, that Tenant agrees CTROP, at its election, shall be entitled to give written notice set off all or any amounts payable to AOR Management under Section 6.1 of the terms of this waiver to each insurance company which has issued, or in the future may issue, policies of physical damage to it, and to have said insurance policies properly endorsed to prevent the invalidation of said insurance coverage by reason of said waiver and provided further that such insurance company waives all rights of subrogation which it might have against LandlordManagement Services Agreement.

Payment of Losses. (a) Subject Losses of the insured or insureds under said policy or policies, and for which the Ceder becomes liable, inclusive of costs, attorneys’ fees and expenses, which do not exceed the amount of primary liability retained, and its proportionate fractional share of the secondary liability, if any, as set forth in Schedule A, shall be sustained and paid by the Ceder, without recourse to Article 14the Reinsurer, and shall reduce pro tanto the amounts of such retained liability. Each Secondary Reinsurer is liable only if the loss suffered by the insured or insureds under all said policy or policies required by any provision and for which the Ceder becomes liable, inclusive of this Lease insuring against damage to the Building by fire or other casualty shall be payable: (i) to Tenantcosts, as trusteeattorneys’ fees and expenses, if exceeds the amount thereof is less than Five Hundred Thousand of primary liability retained as set forth in Schedule A, and No/100 Dollars ($500,000.00), otherwise to the Depositary. If a loss shall be payable to Tenant, as trustee, Tenant, provided that there is no Default by Tenant hereunder, (1) shall hold the insurance proceeds with respect to then only for its proportionate fractional share of such loss in trust excess of said retained primary liability as set forth in Schedule A, and without diminution, defense, setoff or counterclaim for any reason whatsoever. Each Tertiary Reinsurer is liable only if the sole purpose loss suffered by the insured or insures under said policy or policies and for which the Ceder becomes liable, inclusive of paying costs, attorneys’ fees and expenses, exceeds the cost amount of primary and secondary loss risk as set forth in Schedule A, and then only for its proportionate fractional share of such loss in excess of said primary and secondary liability as set forth in Schedule A, and without diminution, defense, setoff or counterclaim for any reason whatsoever. In the event that the loss or aggregate of all losses under said policy or policies exceed the face amount thereof, the Ceder shall pay that portion of such excess as its retained liability, both primary and secondary, bears to the face of said policy or policies, and the balance of such excess shall be divided between the Reinsurers in the proportions that the amount assumed by each of the Restoration, and (2) shall apply such proceeds first Reinsurers bears to the payment in full of the cost of the Restoration before using any part of the same for any other purpose. Tenant shall give Landlord notice of completion of the Restoration within thirty (30) days thereafter. Within thirty (30) days after the date face of such notice, Tenant policy or policies. Each Reinsurer shall pay over the amount of its liability so fixed and determined hereunder to Landlord the unapplied proceeds and the trust obligations hereunder with respect to such proceeds shall terminate. Notwithstanding the foregoing, if there is a Default by Tenant hereunder, Tenant shall pay (or assign) all insurance proceeds with respect to such loss to Landlord. (b) All Insurance Policies shall be in such form and shall be issued by such responsible companies licensed and authorized to do business in the State where the Premises are located as are reasonably acceptable to Landlord. All such companies shall have a policyholder rating of not less than A-VII, as rated in the most recent edition of Best’s Key Rating Guide for insurance companies or, if Best’s ceases to be published, in a similar rating guide reasonably acceptable to Landlord. All policies referred to in this Lease shall be procured, or caused to be procured, by Tenant, at no expense to Landlord, and for periods of not less than one (1) year. Evidence of Insurance (XXXXX 27 or in such other form acceptable to Landlord) shall be delivered to Landlord on or before each anniversary of the effective date of the policy, together with paid receipts therefor. Premiums on policies shall not be financed in any manner whereby the lender, on default or otherwise, shall have the right or privilege of surrendering or canceling or requesting the surrender or cancellation of the policies, provided, however, that premiums may be paid in such installments as are permitted pursuant to the provisions of the applicable policy so long as payment by installments will not allow the insurer thereunder to cancel said policy. If Tenant fails to submit such policies or certificates to Landlord Ceder within the specified time, or otherwise fails to obtain and maintain insurance coverages in accordance with this Article 6, then, Landlord, upon fifteen (15) days’ prior written notice to Tenant and Tenant’s failure to cure within said period, may, but shall not be obligated to, procure such insurance on behalf of, and at the expense of, Tenant, and if Landlord exercises such right and expends any funds to obtain such insurance, Tenant shall reimburse Landlord for such amounts upon demand, it being understood that any such sums for which Tenant is required to reimburse Landlord shall constitute additional rent under this Lease. Such a failure shall constitute a Default hereunder and the reimbursement obligations herein shall survive the Expiration Date or earlier termination hereof. (c) Tenant and Landlord shall cooperate in connection with the collection of any insurance moneys that may be due in the event of loss, and Tenant and Landlord shall execute and deliver such proofs of loss and other instruments which may be required for the purpose of obtaining the recovery of any such insurance moneys. (d) Tenant shall not carry separate insurance concurrent in form or contributing in the event of loss with that required by this Lease to be furnished by Tenant, unless Landlord and each Mortgagee is included therein as additional named insureds with any loss payable as provided in this Lease. Tenant shall immediately notify Landlord of the carrying of any such separate insurance and shall cause the same to be delivered as required in this Lease. (e) Tenant shall not violate or permit to be violated any of the conditions or provisions of any of the Insurance Policies, or take or fail to take any action that could impair coverage under the Insurance Policies, and Tenant shall so perform and satisfy or cause to be performed and satisfied the requirements of the companies writing such policies so that at all times companies of good standing, satisfactory to Landlord (as provided in Section 6.02(a) hereof), shall be willing to write and continue such insurance and all such Insurance Policies shall continue in full force and effect without interruption and with all premiums paid. (f) Each Insurance Policy and each certificate therefor issued by the insurer shall contain (i) an agreement by the insurer that such policy shall not be cancelled or modified without at least thirty (30) days’ (ten (10) days in the case of cancellation for non-after notice and demand by Xxxxx. Each such payment of premiums) prior written notice to Landlord and each Mortgagee, and (ii) by a waiver of subrogation by the insurer of any right to recover Reinsurer shall satisfy pro tanto the amount of any loss resulting from its liability hereunder and shall be received by Xxxxx, if not by way of reimbursement, in trust to be paid forthwith to or for the negligence account of Landlord its insured or its agentsinsureds, employees or licensees. (g) Landlord shall not be limited together with all other amounts similarly applicable, in the proof of any damages which Landlord may claim against Tenant arising out of or by reason of Tenant’s failure to provide and keep in force insurance, as aforesaid, to the amount satisfaction of the insurance premium liability of Ceder under the policy or premiums not paid or incurred by Tenant and which would have been payable under such insurance, but Landlord shall also be entitled to recover as damages for such breach the uninsured amount of any loss, to the extent of any deficiency in the insurance required by the provisions of this Lease, and damages, costs and expenses of suit suffered or incurred by reason of damage to, or destruction of, the Premises occurring during any period when Tenant shall have failed or neglected to provide insurance as aforesaid. (h) Tenant hereby waives any and every claim for recovery from the Landlord for any and all loss or damage to the Land, Improvements or the Building or to the contents thereof, whether such loss or damage is due to the negligence of Landlord or its agents or employees, which loss or damage is required to be insured pursuant to this Lease, or the Restrictions; provided, however, that the foregoing waiver shall not be operative in any case where the effect thereof is to invalidate insurance coverage of the waiving party; provided further, that Tenant agrees to give written notice of the terms of this waiver to each insurance company which has issued, or in the future may issue, policies of physical damage to it, and to have said title insurance policies properly endorsed to prevent the invalidation of said insurance coverage by reason of said waiver and provided further that such insurance company waives all rights of subrogation which it might have against Landlorddescribed herein.

Payment of Losses. (a) Subject Any indemnification of any Purchaser Indemnified Party pursuant to Article 14Section 8, except for the loss under all policies required by any provision of this Lease insuring against damage to the Building by fire or other casualty Uncapped Losses, shall be payable: (i) to Tenant, as trustee, if the amount thereof is less than Five Hundred Thousand and No/100 Dollars ($500,000.00), otherwise to the Depositary. If a loss shall be payable to Tenant, as trustee, Tenant, provided that there is no Default by Tenant hereunder, effected (1) shall hold first, by Purchaser offsetting the insurance proceeds finally determined amount of Losses (in accordance with respect the provisions of this Section 8) against any Earn-out Consideration otherwise due to such loss in trust for be paid to the sole purpose of paying the cost of the Restoration, Sellers and (2) shall apply such proceeds first second, if the Earn-out Consideration has already been paid to the payment in full Sellers, then (x) first, to the extent permitted by applicable Law, including the rules of the cost Exchange and Canadian Securities Law, by forfeiting within ten (10) Business Days after the final determination of the Restoration before using any amount of Losses the number of shares of SH Parent Stock that were issued to the Sellers as part of the same for Earn-out Consideration, which shall be valued based on the Share Value as of two (2) Business Days prior to the date the Losses are finally determined, and (y) thereafter to the extent any other purpose. Tenant shall give Landlord notice Losses remain unpaid, or if Sellers fail to forfeit any such shares of completion SH Parent Stock within the time period in (x), by wire transfer of immediately available funds from Sellers to an account(s) designated by the Restoration Purchaser Indemnified Party within thirty (30) days thereafter. Within thirty (30) days after the date final determination thereof; provided, that, except for any Uncapped Losses, in no event shall the Sellers be liable to any Purchaser Indemnified Party in excess of such notice, Tenant shall pay over the Liability Limit. Any indemnification of any Purchaser Indemnified Party pursuant to Landlord the unapplied proceeds and the trust obligations hereunder Section 8 with respect to such proceeds shall terminate. Notwithstanding the foregoing, if there is a Default by Tenant hereunder, Tenant shall pay (or assign) all insurance proceeds with respect to such loss to Landlord. (b) All Insurance Policies Uncapped Losses shall be in such form and shall be issued by such responsible companies licensed and authorized to do business in the State where the Premises are located as are reasonably acceptable to Landlord. All such companies shall have a policyholder rating of not less than A-VII, as rated in the most recent edition of Best’s Key Rating Guide for insurance companies or, if Best’s ceases to be published, in a similar rating guide reasonably acceptable to Landlord. All policies referred to in this Lease shall be procured, or caused to be procuredeffected (i) first, by Tenant, at no expense to Landlord, and for periods Purchaser offsetting the finally determined amount of not less than one Losses (1) year. Evidence of Insurance (XXXXX 27 or in such other form acceptable to Landlord) shall be delivered to Landlord on or before each anniversary of the effective date of the policy, together accordance with paid receipts therefor. Premiums on policies shall not be financed in any manner whereby the lender, on default or otherwise, shall have the right or privilege of surrendering or canceling or requesting the surrender or cancellation of the policies, provided, however, that premiums may be paid in such installments as are permitted pursuant to the provisions of the applicable policy so long as payment by installments will not allow the insurer thereunder to cancel said policy. If Tenant fails to submit such policies or certificates to Landlord within the specified time, or this Section 8) against any Earn-out Consideration otherwise fails to obtain and maintain insurance coverages in accordance with this Article 6, then, Landlord, upon fifteen (15) days’ prior written notice to Tenant and Tenant’s failure to cure within said period, may, but shall not be obligated to, procure such insurance on behalf of, and at the expense of, Tenant, and if Landlord exercises such right and expends any funds to obtain such insurance, Tenant shall reimburse Landlord for such amounts upon demand, it being understood that any such sums for which Tenant is required to reimburse Landlord shall constitute additional rent under this Lease. Such a failure shall constitute a Default hereunder and the reimbursement obligations herein shall survive the Expiration Date or earlier termination hereof. (c) Tenant and Landlord shall cooperate in connection with the collection of any insurance moneys that may be due in the event of loss, and Tenant and Landlord shall execute and deliver such proofs of loss and other instruments which may be required for the purpose of obtaining the recovery of any such insurance moneys. (d) Tenant shall not carry separate insurance concurrent in form or contributing in the event of loss with that required by this Lease to be furnished by Tenant, unless Landlord paid to the Sellers and each Mortgagee is included therein as additional named insureds with remaining after any loss payable as provided in this Lease. Tenant shall immediately notify Landlord of the carrying of any such separate insurance and shall cause the same to be delivered as required in this Lease. (e) Tenant shall not violate or permit to be violated any of the conditions or provisions of any of the Insurance Policies, or take or fail to take any action that could impair coverage under the Insurance Policies, and Tenant shall so perform and satisfy or cause to be performed and satisfied the requirements of the companies writing such policies so that at all times companies of good standing, satisfactory to Landlord (as provided in Section 6.02(a) hereof), shall be willing to write and continue such insurance and all such Insurance Policies shall continue in full force and effect without interruption and with all premiums paid. (f) Each Insurance Policy and each certificate therefor issued by the insurer shall contain (i) an agreement by the insurer that such policy shall not be cancelled or modified without at least thirty (30) days’ (ten (10) days in the case of cancellation for non-payment of premiums) prior written notice to Landlord and each Mortgageeoffset described above, and (ii) a waiver of subrogation by the insurer of any right to recover the amount of any loss resulting from the negligence of Landlord or its agentssecond, employees or licensees. (gA) Landlord shall not be limited in the proof of any damages which Landlord may claim against Tenant arising out of or by reason of Tenant’s failure to provide and keep in force insurance, as aforesaid, to the amount of the insurance premium or premiums not paid or incurred by Tenant and which would have been payable under such insurance, but Landlord shall also be entitled to recover as damages for such breach the uninsured amount of any lossfirst, to the extent permitted by applicable Law, including the rules of any deficiency in the insurance required Exchange and Canadian Securities Law, by forfeiting ten (10) Business Days after the provisions final determination of this Lease, and damages, costs and expenses the amount of suit suffered or incurred by reason Losses the number of damage to, or destruction of, the Premises occurring during any period when Tenant shall have failed or neglected to provide insurance as aforesaid. (h) Tenant hereby waives any and every claim for recovery from the Landlord for any and all loss or damage shares of SH Parent Stock that were issued to the Land, Improvements or Sellers as part of the Building or to the contents thereof, whether such loss or damage is due to the negligence of Landlord or its agents or employeesEarn-out Consideration, which loss or damage is required to shall be insured pursuant to this Lease, or valued based on the Restrictions; provided, however, that the foregoing waiver shall not be operative in any case where the effect thereof is to invalidate insurance coverage Share Value as of the waiving party; provided further, that Tenant agrees to give written notice of the terms of this waiver to each insurance company which has issued, or in the future may issue, policies of physical damage to it, and to have said insurance policies properly endorsed to prevent the invalidation of said insurance coverage by reason of said waiver and provided further that such insurance company waives all rights of subrogation which it might have against Landlord.two