Requirements of Insurance Policies. (a) All insurance policies shall be issued by an insurer or insurers with an A.M. Best rating of A:IX or better or a Standard and Poor's rating of "AA", or equivalent rating from another agency acceptable to Lender and be authorized in the state where the Project is located. All insurance acquired pursuant to this Exhibit shall be in form, amounts and with coverage and deductibles satisfactory to Lender, in Lender's sole discretion. (b) The Builder's Risk insurance policies required to be carried pursuant to Section I.A., Subsections (a) and (b) of this Exhibit, and the All Risk required pursuant to Section I.B, Subsections (a) and (b), shall name Borrower as the insured and shall also name Lender as Loss Payee and Mortgagee, under a non-contributing standard mortgagee clause. (c) The Commercial General Liability, Automobile Liability, and Pollution Liability policies required in this Exhibit E shall name Lender, its directors, officers, and employees as Additional Insured. (d) Lender shall be named as a dual-obligee on the Performance Bond required to be obtained by General Contractor pursuant to Section I.A., Subsection (i) of this Exhibit. (e) The amount of any deductible under any insurance policy must be reasonably acceptable to Lender. (f) Borrower may provide required insurance under blanket policies. Borrower shall not maintain any insurance on the Project that does not name Lender as Loss Payee. (g) Borrower shall pay the premiums for the insurance policies as the same become due and payable. Borrower shall deliver to Lender certified copies of the insurance policies required to be maintained pursuant to this Exhibit within sixty (60) days after the date of this Agreement or ten (10) days after the issuance of the policies by the insurer, whichever is later, but in all events, no later than ninety (90) days after the date of this Agreement, and failure to do so will be an immediate Event of Default. Notwithstanding the foregoing, Lender shall not be deemed by reason of the custody of such insurance policies to have knowledge of the contents thereof. Borrower also shall deliver to Lender, within ten (10) days of Lender's request, a certificate of Borrower or Borrower's insurance agent setting forth the particulars as to all such insurance policies, that all premiums due thereon have been paid currently and that the same are in full force and effect. BORROWER SHALL DELIVER A CERTIFICATE OR OTHER EVIDENCE OF INSURANCE ACCEPTABLE TO LENDER EVIDENCING THE INSURANCE REQUIRED HEREUNDER ON THE CLOSING DATE, TOGETHER WITH RECEIPTS FOR THE PAYMENT OF PREMIUMS THEREON. ALL CERTIFICATES FOR PROPERTY INSURANCE MUST BE ON AXXXX FORM 27 or the equivalent; AXXXX 25 certificates are acceptable for liability insurance. Not later than fifteen (15) days prior to the expiration date of each of the insurance policies or as soon as coverage has been bound, but no later than prior to the renewal date. Borrower shall deliver to Lender a certificate of insurance evidencing renewal of coverage as required herein. Within ten (10) days after such renewal, Borrower shall deliver to Lender evidence of payment of premium satisfactory to Lender. Not later than ninety (90) days after the renewal of each of the insurance policies, Borrower shall deliver to Lender an original or certified copy (as required pursuant to this Section) of a renewal policy or policies. (h) Each insurance policy shall contain a provision whereby the insurer agrees that so long as the Loan is outstanding, such policy shall not be canceled without at least thirty (30) days prior written notice to Lender, except ten (10) days for non-payment of premium (i) In the event any insurance policy (except for general and other liability and Workers Compensation insurance) shall contain breach of warranty provisions, such policy shall provide that with respect to the interest of Lender, such insurance policy shall not be invalidated by and shall insure Lender regardless of; (a) any act, failure to act or negligence of or violation of warranties, declarations or conditions contained in such policy by any named insured; (b) the occupancy or use of the property for purposes more hazardous than permitted by the terms thereof; or (c) any foreclosure or other action or proceeding taken by Lender pursuant to any provision of this Agreement. (j) Any insurance maintained pursuant to this Agreement may be evidenced by blanket insurance policies covering the premises and other properties or assets of Borrower or its affiliates; provided that any such policy shall in all other respects comply with the requirements of this section. Lender, in its reasonable discretion, shall determine whether such blanket policies contain sufficient limits of insurance. (k) Any insurance carried by Lender shall be for its sole benefit and shall not inure to the benefit of Borrower and Insurance required from Borrower shall be primary to any available, if any, to Lender. (l) All required policies, other than professional liability, shall provide that insurers have waived rights of subrogation against Lender. The required insurance shall be primary without right of contribution from any insurance, which may be carried by Lender. (m) The required limits are minimum limits established by Lender and nothing contained herein shall be construed to mean the required limits are adequate or appropriate to protect Borrower from greater loss. The firm of BOKA Pxxxxx, LLC (“Architect”), hereby certifies for the benefit of Bxxx Bank Nevada and CJUF II Stratus Block 21 LLC, to the best of its current knowledge, information and belief, that: Architect has been employed by Sxxxxxx Xxxxx 00 Xxxxxxxxxxx XX, L.L.C., a Texas limited liability company (“Stratus Block 21”), pursuant to a contract dated May 3, 2006 (as amended and assigned, the “Architect Agreement”), to provide architectural and engineering services for what is commonly known as W Hotel & Residences, which is located at Block 21 in Austin, Texas (the “Project”). The Architect Agreement was assigned by Sxxxxxx Xxxxx 00 to CJUF II Stratus Block 21 LLC, a Delaware limited liability company, the current owner of the Project, by assignment dated July 30, 2007 (referred to herein as the “Owner”). The Project is located on the property described on Exhibit “A” attached hereto (the “Land”) and the improvements being constructed on the Land in conjunction with the Project is referred to herein as the “Improvements.” A true and correct copy of the Architect Agreement, together with all amendments thereto, which sets out Architect’s services is attached hereto as Exhibit “B.” The firm is duly licensed and in good standing under laws of the State of Texas, License No. 10147. The foundations were designed by a structural engineer retained by Architect in accordance with the recommendations contained in a soil report dated August 10, 2007, which was prepared by Hxxxxx-Xxxxxxxx & Associates, Inc. Plans listed on the attached Schedule I comprise the plans which are necessary for the construction of the Project, excepting tenant space designs, and when the Project is built in accordance therewith the Project will (excepting completion of tenant improvements) be ready for occupancy. Calculations of the gross building and the net rentable building area are attached as Schedule II. The plans as prepared by Architect and Architect’s consultants (and the Project will, when constructed in accordance therewith) comply with all applicable building, zoning, land use, subdivision, environmental, fire, safety and other applicable governmental laws, statutes, codes, ordinances, rules and regulations. In addition, (i) the Urban Design Section of the Neighborhood Planning and Zoning Department at the City of Austin approved the design of the streetscape improvements for the Project in accordance with Restrictive Covenant recorded under Document No. 2006234734 of the Official Public Records of Txxxxx County, Texas, (ii) the Project is designed as a unified Development under its Site Development Permit No. SP-20070371C issued by the City of Austin (the “Site Development Permit”) in accordance with Restrictive Covenant Regarding Unified Development and Maintenance of Drainage Facilities recorded under Document No. 2008013712 of the Official Public Records of Txxxxx County, Texas (the “Unified Development RC”), (iii) joint access for the Project is designed in accordance with Section 4 of the Unified Development RC, and (iv) parking for the Project is designed in accordance with Section 5 of the Unified Development RC. The attached Schedule III, establishing a timetable for completion of the Project and showing on a monthly basis the anticipated progress of the work, is realistic and can be adhered to. The following design drawings or plans have been prepared with assistance from other designers or contractors.
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
Requirements of Insurance Policies. (a) All insurance policies shall be issued by an insurer or insurers with an A.M. Best rating of A:IX or better or a Standard and Poor's ’s rating of "“AA"”, or equivalent rating from another agency acceptable to Lender and be authorized in the state where the Project is located. All insurance acquired pursuant to this Exhibit shall be in form, amounts and with coverage and deductibles satisfactory to Lender, in Lender's ’s sole discretion.
(b) The Builder's ’s Risk insurance policies required to be carried pursuant to Section I.A., Subsections (a) and (b) of this Exhibit, and the All Risk required pursuant to Section I.B, Subsections (a) and (b), shall name Borrower as the insured and shall also name Lender as Loss Payee and Mortgagee, under a non-contributing standard mortgagee clause.
(c) The Commercial General Liability, Automobile Liability, and Pollution Liability policies required in this Exhibit E shall name Lender, its directors, officers, and employees as Additional Insured.
(d) Lender shall be named as a dual-obligee on the Performance Bond required to be obtained by General Contractor pursuant to Section I.A., Subsection (i) of this Exhibit.
(e) The amount of any deductible under any insurance policy must be reasonably acceptable to Lender.
(f) Borrower may provide required insurance under blanket policies. Borrower shall not maintain any insurance on the Project that does not name Lender as Loss Payee.
(g) Borrower shall pay the premiums for the insurance policies as the same become due and payable. Borrower shall deliver to Lender certified copies of the insurance policies required to be maintained pursuant to this Exhibit within sixty (60) days after the date of this Agreement or ten (10) days after the issuance of the policies by the insurer, whichever is later, but in all events, no later than ninety (90) days after the date of this Agreement, and failure to do so will be an immediate Event of Default. Notwithstanding the foregoing, Lender shall not be deemed by reason of the custody of such insurance policies to have knowledge of the contents thereof. Borrower also shall deliver to Lender, within ten (10) days of Lender's ’s request, a certificate of Borrower or Borrower's ’s insurance agent setting forth the particulars as to all such insurance policies, that all premiums due thereon have been paid currently and that the same are in full force and effect. BORROWER SHALL DELIVER A CERTIFICATE OR OTHER EVIDENCE OF INSURANCE ACCEPTABLE TO LENDER EVIDENCING THE INSURANCE REQUIRED HEREUNDER ON THE CLOSING DATE, TOGETHER WITH RECEIPTS FOR THE PAYMENT OF PREMIUMS THEREON. ALL CERTIFICATES FOR PROPERTY INSURANCE MUST BE ON AXXXX XXXXX FORM 27 or the equivalent; AXXXX XXXXX 25 certificates are acceptable for liability insurance. Not later than fifteen (15) days prior to the expiration date of each of the insurance policies or as soon as coverage has been bound, but no later than prior to the renewal date. Borrower shall deliver to Lender a certificate of insurance evidencing renewal of coverage as required herein. Within ten (10) days after such renewal, Borrower shall deliver to Lender evidence of payment of premium satisfactory to Lender. Not later than ninety (90) days after the renewal of each of the insurance policies, Borrower shall deliver to Lender an original or certified copy (as required pursuant to this Section) of a renewal policy or policies.
(h) Each insurance policy shall contain a provision whereby the insurer agrees that so long as the Loan is outstanding, such policy shall not be canceled without at least thirty (30) days prior written notice to Lender, except ten (10) days for non-payment of premium
(i) In the event any insurance policy (except for general and other liability and Workers Compensation insurance) shall contain breach of warranty provisions, such policy shall provide that with respect to the interest of Lender, such insurance policy shall not be invalidated by and shall insure Lender regardless of; (a) any act, failure to act or negligence of or violation of warranties, declarations or conditions contained in such policy by any named insured; (b) the occupancy or use of the property for purposes more hazardous than permitted by the terms thereof; or (c) any foreclosure or other action or proceeding taken by Lender pursuant to any provision of this Agreement.
(j) Any insurance maintained pursuant to this Agreement may be evidenced by blanket insurance policies covering the premises and other properties or assets of Borrower or its affiliates; provided that any such policy shall in all other respects comply with the requirements of this section. Lender, in its reasonable discretion, shall determine whether such blanket policies contain sufficient limits of insurance.
(k) Any insurance carried by Lender shall be for its sole benefit and shall not inure to the benefit of Borrower and Insurance required from Borrower shall be primary to any available, if any, to Lender.
(l) All required policies, other than professional liability, shall provide that insurers have waived rights of subrogation against Lender. The required insurance shall be primary without right of contribution from any insurance, which may be carried by Lender.
(m) The required limits are minimum limits established by Lender and nothing contained herein shall be construed to mean the required limits are adequate or appropriate to protect Borrower from greater loss. The firm of BOKA PxxxxxXxxxxx, LLC (“Architect”), hereby certifies for the benefit of Bxxx Bank Nevada XXXXXX’X XXXX/FORD INVESTMENTS I LLC and CJUF II Stratus Block 21 LLC, to the best of its current knowledge, information and belief, that: Architect has been employed by Sxxxxxx Xxxxxxx Xxxxx 00 Xxxxxxxxxxx XX, L.L.C., a Texas limited liability company (“Stratus Block 21”), pursuant to a contract dated May 3, 2006 (as amended and assigned, the “Architect Agreement”), to provide architectural and engineering services for what is commonly known as W Hotel & Residences, which is located at Block 21 in Austin, Texas (the “Project”). The Architect Agreement was assigned by Sxxxxxx Xxxxxxx Xxxxx 00 to CJUF II Stratus Block 21 LLC, a Delaware limited liability company, the current owner of the Project, by assignment dated July 30, 2007 (referred to herein as the “Owner”). The Project is located on the property described on Exhibit “A” attached hereto (the “Land”) and the improvements being constructed on the Land in conjunction with the Project is referred to herein as the “Improvements.” A true and correct copy of the Architect Agreement, together with all amendments thereto, which sets out Architect’s services is attached hereto as Exhibit “B.” The firm is duly licensed and in good standing under laws of the State of Texas, License No. 10147. The foundations were designed by a structural engineer retained by Architect in accordance with the recommendations contained in a soil report dated August 10, 2007, which was prepared by HxxxxxXxxxxx-Xxxxxxxx & Associates, Inc. Plans listed on the attached Schedule I comprise the plans which are necessary for the construction of the Project, excepting tenant space designs, and when the Project is built in accordance therewith the Project will (excepting completion of tenant improvements) be ready for occupancy. Calculations of the gross building and the net rentable building area are attached as Schedule II. The plans as prepared by Architect and Architect’s consultants (and the Project will, when constructed in accordance therewith) comply with all applicable building, zoning, land use, subdivision, environmental, fire, safety and other applicable governmental laws, statutes, codes, ordinances, rules and regulations. In addition, (i) the Urban Design Section of the Neighborhood Planning and Zoning Department at the City of Austin approved the design of the streetscape improvements for the Project in accordance with Restrictive Covenant recorded under Document No. 2006234734 of the Official Public Records of Txxxxx Xxxxxx County, Texas, (ii) the Project is designed as a unified Development under its Site Development Permit No. SP-20070371C issued by the City of Austin (the “Site Development Permit”) in accordance with Restrictive Covenant Regarding Unified Development and Maintenance of Drainage Facilities recorded under Document No. 2008013712 of the Official Public Records of Txxxxx Xxxxxx County, Texas (the “Unified Development RC”), (iii) joint access for the Project is designed in accordance with Section 4 of the Unified Development RC, and (iv) parking for the Project is designed in accordance with Section 5 of the Unified Development RC. The attached Schedule III, establishing a timetable for completion of the Project and showing on a monthly basis the anticipated progress of the work, is realistic and can be adhered to. The following design drawings or plans have been prepared with assistance from other designers or contractors.
Appears in 1 contract
Requirements of Insurance Policies. (ai) All insurance policies provided for in Section 5.1.1(a) shall be issued by an insurer obtained under valid and enforceable policies (collectively, the “Policies” or insurers with an A.M. Best rating of A:IX or better or a Standard and Poor's rating of "AA", or equivalent rating from another agency acceptable to Lender and be authorized in the state where singular, the Project is located. All insurance acquired pursuant “Policy”), and, to this Exhibit the extent not specified above, shall be in formsubject to the approval of Agent as to deductibles, amounts and with coverage and deductibles satisfactory to LenderLender Loss Payees, in Lender's sole discretion.
(b) The Builder's Risk insurance policies required to be carried pursuant to Section I.A.Loss Payees, Subsections (a) and (b) of this ExhibitAdditional Insureds, and the All Risk required pursuant to Section I.B, Subsections (a) and (b), shall name Borrower as the insured and shall also name Lender as Loss Payee and Mortgagee, under a non-contributing standard mortgagee clause.
(c) The Commercial General Liability, Automobile Liability, and Pollution Liability policies required in this Exhibit E shall name Lender, its directors, officers, and employees as Additional Insured.
(d) Lender shall be named as a dual-obligee on the Performance Bond required to be obtained by General Contractor pursuant to Section I.A., Subsection (i) of this Exhibit.
(e) The amount of any deductible under any insurance policy must be reasonably acceptable to Lender.
(f) Borrower may provide required insurance under blanket policies. Borrower shall not maintain any insurance on the Project that does not name Lender as Joint Loss Payee.
/Beneficiary and Insureds. At least five (g5) Borrower shall pay the premiums for the insurance policies as the same become due and payable. Borrower shall deliver to Lender certified copies of the insurance policies required to be maintained pursuant to this Exhibit within sixty (60) days after the date of this Agreement or ten (10) days after the issuance of the policies by the insurer, whichever is later, but in all events, no later than ninety (90) days after the date of this Agreement, and failure to do so will be an immediate Event of Default. Notwithstanding the foregoing, Lender shall not be deemed by reason of the custody of such insurance policies to have knowledge of the contents thereof. Borrower also shall deliver to Lender, within ten (10) days of Lender's request, a certificate of Borrower or Borrower's insurance agent setting forth the particulars as to all such insurance policies, that all premiums due thereon have been paid currently and that the same are in full force and effect. BORROWER SHALL DELIVER A CERTIFICATE OR OTHER EVIDENCE OF INSURANCE ACCEPTABLE TO LENDER EVIDENCING THE INSURANCE REQUIRED HEREUNDER ON THE CLOSING DATE, TOGETHER WITH RECEIPTS FOR THE PAYMENT OF PREMIUMS THEREON. ALL CERTIFICATES FOR PROPERTY INSURANCE MUST BE ON AXXXX FORM 27 or the equivalent; AXXXX 25 certificates are acceptable for liability insurance. Not later than fifteen (15) days Business Days prior to the expiration date of any existing Policy, Borrower shall furnish to Agent certificates of insurance evidencing the Policies, accompanied by evidence, satisfactory to Agent, that the premiums due thereunder have been paid (the “Insurance Premiums”). Not later than one hundred-twenty (120) days after the renewal or replacement of each of the insurance policies or as soon as coverage has been bound, but no later than prior to the renewal date. Borrower shall deliver to Lender a certificate of insurance evidencing renewal of coverage as required herein. Within ten (10) days after such renewalPolicies, Borrower shall deliver to Lender evidence of payment of premium satisfactory to Lender. Not later than ninety (90) days after the renewal of each of the insurance policies, Borrower shall deliver to Lender Agent an original or certified copy (as required pursuant to this Sectionparagraph) of a renewal policy or policiesreplacement Policy or Policies. Binding Evidence means an Evidence of Commercial Property form (Accord 28 or its equivalent) for all first-party related coverages and a Binder of Insurance (Accord 25-S or its equivalent) for all third-party liability coverages. Notwithstanding the foregoing, in connection with the renewal of a Policy with an existing carrier and provided that the form and terms of such Policy are not being amended, except to renew the same, Borrower shall not be required to deliver to Agent such renewal Policy but shall make the same available for review by Agent and the Lenders at Borrower’s premises upon the reasonable request of Agent.
(hii) Any required insurance may be procured under a blanket insurance Policy covering the Property and other properties or assets of Borrower or its affiliates, provided that any such blanket insurance Policy shall otherwise provide the same protection as would a separate Policy insuring only the Property in compliance with the provisions of Section 5.1.1(a). Agent, in its reasonable discretion, shall determine whether such blanket Policies provide sufficient limits of insurance. In the event Borrower adds any locations to the Policy that are subject to the perils of wind/named storm, Borrower shall notify Agent and provide an updated Acceptable Risk Analysis, as applicable, and the limits provided for such perils shall be increased as necessary so as to be in compliance with the requirements of Section 5.1.1(a)(ii)(A). Agent reserves the right to approve Borrower adding any additional locations under the Policies, provided that, as of the date hereof, with respect to Terrorism such additions are within a 1,000 foot radius (the “Radius”) of the Property. In the event Borrower adds additional locations within the Radius, Borrower shall (A) increase the limits of any such Policy so that it shall be adequate to maintain the coverage set forth in this Section 5.1.1 for each property in the aggregate within the Radius that is covered by such blanket Policy calculated on a total insured value basis or (B) provide the required coverage for the Property on a separate Policy in compliance with the requirements of Section 5.1.1.
(iii) Unless otherwise specified, all Policies of insurance provided for or contemplated by Section 5.1.1(a) shall, in the case of first-party property damage, including, but not limited to builder’s risk, terrorism, boiler and machinery, flood and earthquake insurance, name Borrower as the insured and Agent (for the Ratable benefit of Lenders and their successors and/or assigns) as the Mortgagee under a standard non-contributing mortgagee clause or its equivalent in favor of Agent (including Agent as First Mortgagee and First Lender Loss Payee) providing that the loss, if it exceeds the Restoration Threshold, thereunder shall be payable to Agent for the Ratable benefit of Lenders and providing thirty (30) days’ advance notice of cancellation to Agent. Loss of Rental Income, Business Income and other applicable Time Element insurance shall name Agent (for the Ratable benefit of Lenders and their successors and/or assigns) as Lender Loss Payee pursuant to the ISO Loss Payable form (CP 1218 0695) or an equivalent form reasonably acceptable to Agent in form and content.
(iv) Each insurance policy Policy shall contain a provision whereby the insurer insurer: (A) agrees that so long as the Loan is outstanding, such policy Policy shall not be canceled or terminated; the coverage, deductible, and limits of such Policy shall not be materially modified; other provisions of such Policy shall not be materially modified if such Policy, after giving effect to such modification, would not satisfy the requirements of this Agreement, and such Policy shall not be so modified, canceled or fail to be renewed, without in each case, at least thirty (30) days days’ prior written notice to LenderAgent, except provided, that ten (10) days days’ notice will be required for cancellation due to non-payment of premium
premiums and, provided, further, that if the insurer will not or cannot provide the notices required herein, Borrower shall be obligated to provide such notice, (iB) waives any right to claim any Insurance Premiums and commissions against Agent or any Lender, provided that the Policy need not waive the requirement that the Insurance Premiums be paid in order for a claim to be paid to the insured and (C) provides that Agent and the Lenders are permitted to make payments to effect the continuation of such policy upon notice of cancellation due to non-payment of premiums. In the event any insurance policy Policy (except for general public and other liability and Workers Compensation insurance) shall contain breach of warranty provisions, such policy shall provide that with respect to the interest of Lender, such insurance policy Policy shall not be invalidated by and shall insure Lender to the benefit of Agent for the benefit of Lenders regardless of; of (aA) any act, failure to act or negligence of or violation of warranties, declarations or conditions contained in such policy Policy by any named insured; , (bB) the occupancy or use of the property Property for purposes more hazardous than permitted by the terms thereof; , or (cC) any foreclosure or other action or proceeding taken by Lender Agent or the Lenders pursuant to any provision of this Agreementthe Mortgage or any other Loan Document.
(jv) Any insurance maintained pursuant Borrower shall pay the Insurance Premiums for the Policies as the same become due and payable. Except to the extent that Borrower is required to provide the Policies or certificates with respect thereto to Agent in compliance with this Agreement may be evidenced by blanket insurance policies covering Section 5.1.1, Borrower shall make certified copies of the premises Policies available for review at Borrower’s premises; provided, however, Agent and other properties or assets of Borrower or its affiliates; provided that any such policy shall in all other respects comply with the requirements of this section. Lender, in its reasonable discretion, shall determine whether such blanket policies contain sufficient limits of insurance.
(k) Any insurance carried by Lender shall be for its sole benefit and Lenders shall not inure to be deemed by reason of the benefit custody or review of Borrower and Insurance required from Borrower shall be primary to any availablesuch Policies, if anyas applicable, to Lender.
have knowledge of the contents thereof. Borrower also shall deliver to Agent within ten (l10) All required policies, other than professional liability, shall provide that insurers have waived rights of subrogation against Lender. The required insurance shall be primary without right of contribution from any insurance, which may be carried by Lender.
(m) The required limits are minimum limits established by Lender and nothing contained herein shall be construed to mean the required limits are adequate or appropriate to protect Borrower from greater loss. The firm of BOKA Pxxxxx, LLC (“Architect”), hereby certifies for the benefit of Bxxx Bank Nevada and CJUF II Stratus Block 21 LLC, to the best of its current knowledge, information and belief, that: Architect has been employed by Sxxxxxx Xxxxx 00 Xxxxxxxxxxx XX, L.L.C.days after Agent’s request, a Texas limited liability company (“Stratus Block 21”)statement setting forth the particulars as to all such Policies, pursuant to a contract dated May 3, 2006 (as amended and assigned, the “Architect Agreement”), to provide architectural and engineering services for what is commonly known as W Hotel & Residences, which is located at Block 21 in Austin, Texas (the “Project”). The Architect Agreement was assigned by Sxxxxxx Xxxxx 00 to CJUF II Stratus Block 21 LLC, a Delaware limited liability company, the current owner of the Project, by assignment dated July 30, 2007 (referred to herein as the “Owner”). The Project is located on the property described on Exhibit “A” attached hereto (the “Land”) and the improvements being constructed on the Land in conjunction with the Project is referred to herein as the “Improvements.” A true and correct copy of the Architect Agreement, together with indicating that all amendments thereto, which sets out Architect’s services is attached hereto as Exhibit “B.” The firm is duly licensed and in good standing under laws of the State of Texas, License No. 10147. The foundations were designed by a structural engineer retained by Architect Insurance Premiums due thereon have been paid in accordance with the recommendations contained Policy payment terms and that the same are in a soil report dated August 10full force and effect at Closing and upon renewal.
(vi) If at any time Agent is not in receipt of written evidence that all insurance required hereunder is maintained in full force and effect, 2007Agent and the Lenders shall have the right (but not the obligation), which was prepared upon notice to Borrower, to take such action as Agent deems necessary to protect Lenders’ interest in the Property, including, without limitation, the obtaining of such insurance coverage as Lenders in its sole discretion deems appropriate and all Insurance Premiums incurred by Hxxxxx-Xxxxxxxx & AssociatesAgent and the Lenders in connection with such action or in obtaining such insurance and keeping it in effect shall be paid by Borrower to Agent upon demand and until paid shall be secured by the Mortgagee and shall bear interest at the Default Rate.
(vii) Upon written notice to and written approval from insurance carriers, Inc. Plans listed on in the attached Schedule I comprise the plans which are necessary for the construction event of foreclosure of the Project, excepting tenant space designs, and when Mortgage or other transfer of title to the Project is built Property in accordance therewith the Project will (excepting completion of tenant improvements) be ready for occupancy. Calculations extinguishment in whole or in part of the gross building Debt, all right, title and interest of Borrower in and to the net rentable building area Policies that are attached as Schedule II. The plans as prepared by Architect not blanket Policies then in force concerning the Property and Architect’s consultants (and all proceeds payable thereunder shall thereupon vest in the Project willpurchaser at such foreclosure, when constructed Agent, Lender, or other transferee in accordance therewith) comply with all applicable building, zoning, land use, subdivision, environmental, fire, safety and the event of such other applicable governmental laws, statutes, codes, ordinances, rules and regulations. In addition, (i) the Urban Design Section transfer of the Neighborhood Planning and Zoning Department at the City of Austin approved the design of the streetscape improvements for the Project in accordance with Restrictive Covenant recorded under Document No. 2006234734 of the Official Public Records of Txxxxx County, Texas, (ii) the Project is designed as a unified Development under its Site Development Permit No. SP-20070371C issued by the City of Austin (the “Site Development Permit”) in accordance with Restrictive Covenant Regarding Unified Development and Maintenance of Drainage Facilities recorded under Document No. 2008013712 of the Official Public Records of Txxxxx County, Texas (the “Unified Development RC”), (iii) joint access for the Project is designed in accordance with Section 4 of the Unified Development RC, and (iv) parking for the Project is designed in accordance with Section 5 of the Unified Development RC. The attached Schedule III, establishing a timetable for completion of the Project and showing on a monthly basis the anticipated progress of the work, is realistic and can be adhered to. The following design drawings or plans have been prepared with assistance from other designers or contractorstitle.
Appears in 1 contract
Requirements of Insurance Policies. (ai) All insurance policies provided for in Section 5.1.1(a) shall be issued by an insurer obtained under valid and enforceable policies (collectively, the “Policies” or insurers with an A.M. Best rating of A:IX or better or a Standard and Poor's rating of "AA", or equivalent rating from another agency acceptable to Lender and be authorized in the state where singular, the Project is located. All insurance acquired pursuant “Policy”), and, to this Exhibit the extent not specified above, shall be in formsubject to the approval of Agent as to deductibles, amounts and with coverage and deductibles satisfactory to LenderLender Loss Payees, in Lender's sole discretion.
(b) The Builder's Risk insurance policies required to be carried pursuant to Section I.A.Loss Payees, Subsections (a) and (b) of this ExhibitAdditional Insureds, and the All Risk required pursuant to Section I.B, Subsections (a) and (b), shall name Borrower as the insured and shall also name Lender as Loss Payee and Mortgagee, under a non-contributing standard mortgagee clause.
(c) The Commercial General Liability, Automobile Liability, and Pollution Liability policies required in this Exhibit E shall name Lender, its directors, officers, and employees as Additional Insured.
(d) Lender shall be named as a dual-obligee on the Performance Bond required to be obtained by General Contractor pursuant to Section I.A., Subsection (i) of this Exhibit.
(e) The amount of any deductible under any insurance policy must be reasonably acceptable to Lender.
(f) Borrower may provide required insurance under blanket policies. Borrower shall not maintain any insurance on the Project that does not name Lender as Joint Loss Payee.
/Beneficiary and Insureds. At least five (g5) Borrower shall pay the premiums for the insurance policies as the same become due and payable. Borrower shall deliver to Lender certified copies of the insurance policies required to be maintained pursuant to this Exhibit within sixty (60) days after the date of this Agreement or ten (10) days after the issuance of the policies by the insurer, whichever is later, but in all events, no later than ninety (90) days after the date of this Agreement, and failure to do so will be an immediate Event of Default. Notwithstanding the foregoing, Lender shall not be deemed by reason of the custody of such insurance policies to have knowledge of the contents thereof. Borrower also shall deliver to Lender, within ten (10) days of Lender's request, a certificate of Borrower or Borrower's insurance agent setting forth the particulars as to all such insurance policies, that all premiums due thereon have been paid currently and that the same are in full force and effect. BORROWER SHALL DELIVER A CERTIFICATE OR OTHER EVIDENCE OF INSURANCE ACCEPTABLE TO LENDER EVIDENCING THE INSURANCE REQUIRED HEREUNDER ON THE CLOSING DATE, TOGETHER WITH RECEIPTS FOR THE PAYMENT OF PREMIUMS THEREON. ALL CERTIFICATES FOR PROPERTY INSURANCE MUST BE ON AXXXX FORM 27 or the equivalent; AXXXX 25 certificates are acceptable for liability insurance. Not later than fifteen (15) days Business Days prior to the expiration date of any existing Policy, Borrower shall furnish to Agent binding evidence of insurance evidencing a new or renewal Policy with respect to such expiring Policy and evidence, satisfactory to Agent, that the premiums due thereunder have been paid (the “Insurance Premiums”). Not later than one hundred-twenty (120) days after the renewal or replacement of each of the insurance policies or as soon as coverage has been bound, but no later than prior to the renewal date. Borrower shall deliver to Lender a certificate of insurance evidencing renewal of coverage as required herein. Within ten (10) days after such renewalPolicies, Borrower shall deliver to Lender evidence of payment of premium satisfactory to Lender. Not later than ninety (90) days after the renewal of each of the insurance policies, Borrower shall deliver to Lender Agent an original or certified copy (as required pursuant to this Sectionparagraph) of a renewal policy or policiesreplacement Policy or Policies. Binding Evidence means an Evidence of Commercial Property form (Accord 28 or its equivalent) for all first-party related coverages and a Binder of Insurance (Accord 25-S or its equivalent) for all third-party liability coverages.
(hii) Each Prior to the renewal or replacement of the existing Policy, any required insurance policy may be procured under a blanket insurance Policy covering the Property and other properties or assets of Borrower or its affiliates, provided that any such blanket insurance Policy shall contain otherwise provide the same protection as would a provision whereby separate Policy insuring only the insurer agrees that so long Property in compliance with the provisions of Section 5.1.1(a). Agent, in its reasonable discretion, shall determine whether such blanket Policies provide sufficient limits of insurance.
(iii) Unless otherwise specified, all Policies of insurance provided for or contemplated by Section 5.1.1(a) shall name Borrower as a named insured and, in the case of property policies, builder’s risk, boiler and machinery, terrorism, rent loss and/or business interruption, flood and earthquake insurance, shall name Agent (for the Ratable benefit of Lenders and their successors and/or assigns) as the Loan is outstanding, such policy Mortgagee/Lender Loss Payee under a standard non-contributing mortgagee clause or its equivalent in favor of Agent providing that the loss thereunder shall not be canceled without at least payable to Agent for the Ratable benefit of Lenders and providing thirty (30) days prior written days’ advance notice of cancellation to LenderAgent. Loss of Rental Income, except ten Business Income and other applicable Time Element insurance shall name Agent (10for the Ratable benefit of Lenders and their successors and/or assigns) days for as Lender Loss Payee pursuant to the ISO Loss Payable form (CP 1218 0695) or an equivalent form reasonably acceptable to Agent in form and content. Such mortgagee clause shall provide that (A) Agent and the Lenders are permitted to make payments to effect the continuation of such policy upon notice of cancellation due to non-payment of premium
premiums, and (iB) In the event any insurance policy (except for general and other liability and Workers Compensation insurance) shall contain breach of warranty provisions, such policy shall provide that with respect to the interest of Lender, such insurance policy Policy shall not be invalidated by and shall insure Lender to the benefit of Agent for the benefit of Lenders regardless of; of (a1) any act, failure to act or negligence of or violation of warranties, declarations or conditions contained in such policy Policy by Borrower or any other named insured; insured under the Policy, (b2) the occupancy or use of the property Property for purposes more hazardous than permitted by the terms thereof; , or (c3) any foreclosure or other action or proceeding taken by Lender Agent or the Lenders pursuant to any provision of this Agreement.the Mortgage or any other Loan Document. USActive 32926859.13 -74-
(jiv) Any insurance maintained pursuant Each Policy shall contain a provision whereby the insurer: (A) agrees that such Policy shall not be canceled or terminated; the coverage, deductible, and limits of such Policy shall not be materially modified; other provisions of such Policy shall not be materially modified if such Policy, after giving effect to this Agreement may be evidenced by blanket insurance policies covering the premises and other properties or assets of Borrower or its affiliates; provided that any such policy shall in all other respects comply with modification, would not satisfy the requirements of this section. Agreement, and such Policy shall not be so modified, canceled or fail to be renewed, without in each case, at least thirty (30) days’ prior written notice to Agent, (B) waives any right to claim any Insurance Premiums and commissions against Agent or any Lender, provided that the Policy need not waive the requirement that the Insurance Premiums be paid in its reasonable discretionorder for a claim to be paid to the insured and (C) provides that Agent and the Lenders are permitted to make payments to effect the continuation of such policy upon notice of cancellation due to non-payment of premiums. In the event any Policy (except for general public and other liability and Workers Compensation insurance) shall contain breach of warranty provisions, such Policy shall determine whether such blanket policies contain sufficient limits of insurance.
(k) Any insurance carried not be invalidated by Lender shall be for its sole benefit and shall not inure insure to the benefit of Borrower and Insurance required from Borrower shall be primary to any available, if any, to Lender.
(l) All required policies, other than professional liability, shall provide that insurers have waived rights of subrogation against Lender. The required insurance shall be primary without right of contribution from any insurance, which may be carried by Lender.
(m) The required limits are minimum limits established by Lender and nothing contained herein shall be construed to mean the required limits are adequate or appropriate to protect Borrower from greater loss. The firm of BOKA Pxxxxx, LLC (“Architect”), hereby certifies Agent for the benefit of Bxxx Bank Nevada Lenders regardless of (A) any act, failure to act or negligence of or violation of warranties, declarations or conditions contained in such Policy by any named insured, (B) the occupancy or use of the Property for purposes more hazardous than permitted by the terms thereof, or (C) any foreclosure or other action or proceeding taken by Agent or the Lenders pursuant to any provision of the Mortgage or any other Loan Document.
(v) Borrower shall pay the Insurance Premiums for the Policies as the same become due and CJUF II Stratus Block 21 LLCpayable. When required by Agent, Borrower shall deliver to Agent certified copies of the Policies required to be maintained pursuant to Section 5.1.1(a); provided, however, Agent and Lenders shall not be deemed by reason of the custody of such Policies to have knowledge of the contents thereof. Borrower also shall deliver to Agent within ten (10) days after Agent’s request, a statement setting forth the particulars as to all such Policies, indicating that all Insurance Premiums due thereon have been paid and that the same are in full force and effect at Closing and upon renewal.
(vi) If at any time Agent is not in receipt of written evidence that all insurance required hereunder is maintained in full force and effect, Agent and the Lenders shall have the right (but not the obligation), upon notice to Borrower, to take such action as Agent deems necessary to protect Lenders’ interest in the best of its current knowledgeProperty, information and beliefincluding, that: Architect has been employed by Sxxxxxx Xxxxx 00 Xxxxxxxxxxx XX, L.L.C., a Texas limited liability company (“Stratus Block 21”), pursuant to a contract dated May 3, 2006 (as amended and assignedwithout limitation, the “Architect Agreement”), obtaining of such insurance coverage as Lenders in its sole discretion deems appropriate and all Insurance Premiums incurred by Agent and the Lenders in connection with such action or in obtaining such insurance and keeping it in effect shall be paid by Borrower to provide architectural Agent upon demand and engineering services for what is commonly known as W Hotel & Residences, which is located until paid shall be secured by the Mortgagee and shall bear interest at Block 21 in Austin, Texas the Default Rate.
(vii) In the “Project”). The Architect Agreement was assigned by Sxxxxxx Xxxxx 00 to CJUF II Stratus Block 21 LLC, a Delaware limited liability company, the current owner event of foreclosure of the Project, by assignment dated July 30, 2007 (referred Mortgage or other transfer of title to herein as the “Owner”). The Project is located on the property described on Exhibit “A” attached hereto (the “Land”) and the improvements being constructed on the Land Property in conjunction with the Project is referred to herein as the “Improvements.” A true and correct copy extinguishment in whole or in part of the Architect AgreementDebt, together with all amendments theretoproceeds payable under the Policies and, which sets out Architect’s services is attached hereto as Exhibit “B.” The firm is duly licensed upon written notice to and written approval from insurance carriers, all right, title and interest of Borrower in good standing under laws and to the Policies then in force concerning the Property, shall thereupon vest in the purchaser at such foreclosure, Agent, Lender, or other transferee in the event of the State such other transfer of Texas, License Notitle. 10147. The foundations were designed by a structural engineer retained by Architect in accordance with the recommendations contained in a soil report dated August 10, 2007, which was prepared by Hxxxxx-Xxxxxxxx & Associates, Inc. Plans listed on the attached Schedule I comprise the plans which are necessary for the construction of the Project, excepting tenant space designs, and when the Project is built in accordance therewith the Project will (excepting completion of tenant improvements) be ready for occupancy. Calculations of the gross building and the net rentable building area are attached as Schedule II. The plans as prepared by Architect and Architect’s consultants (and the Project will, when constructed in accordance therewith) comply with all applicable building, zoning, land use, subdivision, environmental, fire, safety and other applicable governmental laws, statutes, codes, ordinances, rules and regulations. In addition, (i) the Urban Design Section of the Neighborhood Planning and Zoning Department at the City of Austin approved the design of the streetscape improvements for the Project in accordance with Restrictive Covenant recorded under Document No. 2006234734 of the Official Public Records of Txxxxx County, Texas, (ii) the Project is designed as a unified Development under its Site Development Permit No. SP-20070371C issued by the City of Austin (the “Site Development Permit”) in accordance with Restrictive Covenant Regarding Unified Development and Maintenance of Drainage Facilities recorded under Document No. 2008013712 of the Official Public Records of Txxxxx County, Texas (the “Unified Development RC”), (iii) joint access for the Project is designed in accordance with Section 4 of the Unified Development RC, and (iv) parking for the Project is designed in accordance with Section 5 of the Unified Development RC. The attached Schedule III, establishing a timetable for completion of the Project and showing on a monthly basis the anticipated progress of the work, is realistic and can be adhered to. The following design drawings or plans have been prepared with assistance from other designers or contractors.USActive 32926859.13 -75-
Appears in 1 contract
Samples: Loan Agreement (Sothebys)
Requirements of Insurance Policies. (a) All insurance policies shall be issued by an insurer or insurers with an A.M. Best rating of A:IX or better or a Standard and Poor's ’s rating of "“AA"”, or equivalent rating from another agency acceptable to Lender and be authorized in the state where the Project is located. All insurance acquired pursuant to this Exhibit shall be in form, amounts and with coverage and deductibles satisfactory to Lender, in Lender's ’s sole discretion.
(b) The Builder's ’s Risk insurance policies required to be carried pursuant to Section I.A., Subsections (a) and (b) of this Exhibit, and the All Risk required pursuant to Section I.B, Subsections (a) and (b), shall name Borrower as the insured and shall also name Lender as Loss Payee and Mortgagee, under a non-contributing standard mortgagee clause. Without Lender’s prior written consent, Borrower shall not name any Person other than Lender, as loss payee under any property insurance policies that Borrower is required to insure pursuant to any Lease.
(c) The Commercial General LiabilityLiability and Contractors Liability set forth in Section I.A., Automobile LiabilitySubsections (d) and (g) and Section I.B., and Pollution Liability policies required in this Exhibit E Subsection (d), shall name Lender, its directors, officers, and employees as Additional Insured.
(d) Lender shall be named as a dual-obligee on the Performance Bond required to be obtained by General Contractor pursuant to Section I.A., Subsection (i) of this Exhibit.
(e) The amount of any deductible under any insurance policy must be reasonably acceptable to Lender.
(f) Borrower may provide required insurance under blanket policies. Borrower shall not maintain any insurance on the Project that does not name Lender as Loss Payee.
(g) Borrower shall pay the premiums for the insurance policies as the same become due and payable. Borrower shall deliver to Lender certified copies of the insurance policies required to be maintained pursuant to this Exhibit within sixty (60) days after the date of this Agreement or ten (10) days after the issuance of the policies by the insurer, whichever is later, but in all events, no later than ninety (90) days after the date of this Agreement, and failure to do so will be an immediate Event of Default. Notwithstanding the foregoing, Lender shall not be deemed by reason of the custody of such insurance policies to have knowledge of the contents thereof. Borrower also shall deliver to Lender, within ten (10) days of Lender's ’s request, a certificate of Borrower or Borrower's ’s insurance agent setting forth the particulars as to all such insurance policies, that all premiums due thereon have been paid currently and that the same are in full force and effect. BORROWER SHALL DELIVER A CERTIFICATE OR OTHER EVIDENCE OF INSURANCE ACCEPTABLE TO LENDER EVIDENCING THE INSURANCE REQUIRED HEREUNDER ON THE CLOSING DATE, TOGETHER WITH RECEIPTS FOR THE PAYMENT OF PREMIUMS THEREON. ALL CERTIFICATES FOR PROPERTY INSURANCE MUST BE ON AXXXX XXXXX FORM 27 or the equivalent; AXXXX XXXXX 25 certificates are acceptable for liability insurance. Not later than fifteen (15) days prior to the expiration date of each of the insurance policies or as soon as coverage has been bound, but no later than prior to the renewal date. Borrower shall deliver to Lender a certificate of insurance evidencing renewal of coverage as required herein. Within ten (10) days after such renewal, Borrower shall deliver to Lender evidence of payment of premium satisfactory to Lender. Not later than ninety (90) days after the renewal of each of the insurance policies, Borrower shall deliver to Lender an original or certified copy (as required pursuant to this Section) of a renewal policy or policies.
(h) Each insurance policy shall contain a provision whereby the insurer agrees that so long as the Loan is outstanding, such policy shall not be canceled or fail to be renewed, lapsed or materially changed without in each case, at least thirty (30) days prior written notice to Lender, except ten (10) days for non-payment of premium
(i) In the event any insurance policy (except for general and other liability and Workers Compensation insurance) shall contain breach of warranty provisions, such policy shall provide that with respect to the interest of Lender, such insurance policy shall not be invalidated by and shall insure Lender regardless of; (aA) any act, failure to act or negligence of or violation of warranties, declarations or conditions contained in such policy by any named insured; (bB) the occupancy or use of the property for purposes more hazardous than permitted by the terms thereof; or (cC) any foreclosure or other action or proceeding taken by Lender pursuant to any provision of this Agreement.
(j) Any insurance maintained pursuant to this Agreement may be evidenced by blanket insurance policies covering the premises and other properties or assets of Borrower or its affiliates; provided that any such policy shall in all other respects comply with the requirements of this section. Lender, in its reasonable discretion, shall determine whether such blanket policies contain sufficient limits of insurance.
(k) Any insurance carried by Lender shall be for its sole benefit and shall not inure to the benefit of Borrower and Insurance required from Borrower shall be primary to any available, if any, to Lender.
(l) All required policies, other than professional liability, shall provide that insurers have waived rights of subrogation against Lender. The required insurance shall be primary without right of contribution from any insurance, which may be carried by Lender.
(m) The required limits are minimum limits established by Lender and nothing contained herein shall be construed to mean the required limits are adequate or appropriate to protect Borrower from greater loss. The firm of BOKA Pxxxxx, LLC (“Architect”), hereby certifies Final insurance policies should be forwarded for the benefit of Bxxx Bank Nevada and CJUF II Stratus Block 21 LLC, review directly to the best attention of its current knowledge, information and belief, that: Architect has been employed by Sxxxxxx Xxxxx 00 Xxxxxxxxxxx XX, L.L.C., a Texas limited liability company (“Stratus Block 21”), pursuant to a contract dated May 3, 2006 (as amended and assigned, the “Architect Agreement”), to provide architectural and engineering services for what is commonly known as W Hotel & Residences, which is located X. Xxxxxx at Block 21 in Austin, Texas (the “Project”). The Architect Agreement was assigned by Sxxxxxx Xxxxx 00 to CJUF II Stratus Block 21 LLC, a Delaware limited liability company, the current owner of the Project, by assignment dated July 30, 2007 (referred to herein as the “Owner”). The Project is located on the property described on Exhibit “A” attached hereto (the “Land”) and the improvements being constructed on the Land in conjunction with the Project is referred to herein as the “Improvements.” A true and correct copy of the Architect Agreement, together with all amendments thereto, which sets out Architect’s services is attached hereto as Exhibit “B.” The firm is duly licensed and in good standing under laws of the State of Texas, License No. 10147. The foundations were designed by a structural engineer retained by Architect in accordance with the recommendations contained in a soil report dated August 10, 2007, which was prepared by Hxxxxx-Xxxxxxxx & AssociatesAlpha Risk Management, Inc. Plans listed on Renewals should be sent to the attached Schedule I comprise the plans which are necessary for the construction attention of the ProjectXxxxxxxx Xxxxx, excepting tenant space designsCorus Bank, and when the Project is built in accordance therewith the Project will (excepting completion of tenant improvements) be ready for occupancy. Calculations of the gross building and the net rentable building area are attached as Schedule II. The plans as prepared by Architect and Architect’s consultants (and the Project will0000 X. Xxxxxxx, when constructed in accordance therewith) comply with all applicable buildingChicago, zoning, land use, subdivision, environmental, fire, safety and other applicable governmental laws, statutes, codes, ordinances, rules and regulations. In addition, (i) the Urban Design Section of the Neighborhood Planning and Zoning Department at the City of Austin approved the design of the streetscape improvements for the Project in accordance with Restrictive Covenant recorded under Document No. 2006234734 of the Official Public Records of Txxxxx County, Texas, (ii) the Project is designed as a unified Development under its Site Development Permit No. SP-20070371C issued by the City of Austin (the “Site Development Permit”) in accordance with Restrictive Covenant Regarding Unified Development and Maintenance of Drainage Facilities recorded under Document No. 2008013712 of the Official Public Records of Txxxxx County, Texas (the “Unified Development RC”), (iii) joint access for the Project is designed in accordance with Section 4 of the Unified Development RC, and (iv) parking for the Project is designed in accordance with Section 5 of the Unified Development RC. The attached Schedule III, establishing a timetable for completion of the Project and showing on a monthly basis the anticipated progress of the work, is realistic and can be adhered to. The following design drawings or plans have been prepared with assistance from other designers or contractors.Illinois 60613
Appears in 1 contract
Samples: Construction Loan Agreement (Stratus Properties Inc)
