Common use of Terrorism Coverage Clause in Contracts

Terrorism Coverage. If the “all risk” commercial property insurance required under subsection (i) above and the “all risk” commercial property insurance and the rent loss and/or business interruption insurance Policies required under subsection (ii) above do not cover perils of terrorism or acts of terrorism, Borrower shall maintain commercial property and rent loss and/or business interruption insurance for loss resulting from perils and acts of terrorism on terms (including amounts) consistent with those required under subsections (i) and (ii)) above. For the purposes of this Agreement, “terrorism” shall mean any certified act of terrorism as defined in TRIPRA. Notwithstanding the foregoing, for any portion of terrorism coverage maintained by Borrower, as applicable, in excess of the Loan Amount (plus the amount of the Accordion, to the extent that the Accordion has been effected and regardless of whether the Accordion has been advanced), the same shall be subject to the Terrorism Premium Limit. The parties hereby acknowledge and agree that there shall be no premium limit with respect to the terrorism coverage required hereunder with respect to that portion of such coverage equal to the Loan Amount (plus the amount of the Accordion, to the extent that the Accordion has been effected and regardless of whether the Accordion has been advanced) and that terrorism coverage (regardless of the price of the premium therefore) shall, at all times, be maintained in an amount equal to the Loan Amount (plus the amount of the Accordion, to the extent that the Accordion has been effected and regardless of whether the Accordion has been advanced). Notwithstanding the foregoing, if, at any time prior to the Initial Maturity Date, (x) TRIPRA is no longer in effect (the “TRIPRA Repeal Date”), and (y) if Borrower does not then maintain terrorism insurance coverage in an amount equal to the amount of the Loan then outstanding (the “Coverage Loss Condition”), which coverage shall not be subject to the Terrorism Premium Limit (Borrower agreeing that it may not request an Advance and the Lenders have no obligation to make an Advance during the period a Coverage Loss Condition exists), Borrower shall have a period of six (6) months from the TRIPRA Repeal Date (the “Terrorism Insurance Period”) to purchase terrorism coverage in an amount equal to the amount of the Loan then outstanding, which coverage shall not be subject to the Terrorism Premium Limit; provided, that (a) a Trigger Event shall be deemed to occur effective five (5) Business Days following the occurrence of a Coverage Loss Condition and a Trigger Period shall continue to exist so long as the Coverage Loss Condition continues to exist, and (b) if, during the Terrorism Insurance Period, the Property fails to maintain a Loan-to-Value Ratio of seventy percent (70%) or less based on the Land only value, as determined by Agent in its reasonable discretion based on an Appraisal ordered by Agent, at Borrower’s expense, upon the occurrence of the Coverage Loss Condition (the “Coverage Loss Condition Appraisal”), then, within five (5) Business Days of notice from Agent to Borrower of the Repayment Amount (as hereinafter defined) which shall be determined by Agent in its reasonable discretion, Borrower shall either (i) pay down the Loan in an amount such that the Loan-to-Value Ratio based on the Land value only, as set forth in the most recent Appraisal, is not greater than seventy percent (70%) (the “Repayment Amount”) or post Cash with Agent or deliver a Letter of Credit to Agent in the amount of the Repayment Amount (the “Terrorism Insurance Period Collateral”), or (ii) purchase terrorism coverage in accordance with this Section 5.1 in an amount equal to the Repayment Amount (which coverage shall not be subject to the Terrorism Premium Limit). During any Terrorism Insurance Period, Agent shall have the right, at Borrower’s expense, to order a new Appraisal. If, in connection with this paragraph of Section 5.1 (a)(ii)(E), Agent determines that the Loan-to-Value Ratio based on the Land only value exceeds seventy percent (70%) and the Appraised Value of the Land, based on Agent’s reasonable determination thereof, is lower than the Appraised Value of the Land as reflected on the Appraisal then delivered to Agent in connection with this paragraph of this Section 5.1(a)(ii)(E), Agent shall review the basis for and details surrounding such determination of the Appraised Value of the Land by Agent with Borrower and/or its representatives (provided, however, that the duration of such review and the provision of such basis for and details surrounding Agent’s determination shall be reasonably determined by Agent and the final determination of the Appraised Value of the Land shall be unilaterally made by Agent. If, as a result of any Appraisal completed during the Terrorism Insurance Period after the Coverage Loss Condition Appraisal there is a change in the Repayment Amount (the “Revised Appraised Amount”), then Borrower shall have five (5) Business Days from the date it receives notice from Agent of the Revised Appraised Amount to comply with the requirements of clause (i) or (ii) above, as Borrower may elect, with respect to the Revised Appraised Amount. During any period the Borrower is required to comply with the requirements of clause (i) or (ii) above, as Borrower may elect, Borrower may elect to prepay the Loan in its entirety. Any prepayments of the Loan (in whole or in part) pursuant to this paragraph may be made without the payment of the Spread Maintenance Premium. In addition, Borrower hereby acknowledges and agrees that the Agent’s and Lenders’ right to collect insurance proceeds hereunder in an amount up to the Loan Amount (plus the amount of the Accordion, to the extent that the Accordion has been effected and regardless of whether the Accordion has been advanced), shall not be impaired by any payment of business interruption insurance. The failure of Borrower to (1) comply with clause (i) or (ii) above, as applicable, during the Terrorism Insurance Period and/or (2) to purchase terrorism coverage by the end of the Terrorism Insurance Period shall constitute an Event of Default hereunder. Upon expiration of the Terrorism Insurance Period, provided that no Event of Default then exists, Agent shall return the Terrorism Insurance Period Collateral to Borrower.