Common use of Insurance Policies Clause in Contracts

Insurance Policies. The Borrower shall take out and maintain or cause to be taken out and maintained all risks policies of insurance in the joint names of the Borrower and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;

Insurance Policies. Insurance required under Section 9.1 shall be written by companies duly qualified to do business in the state where the Project is located and shall be reasonably satisfactory in all respects to Landlord, and, if required, the holder of any mortgage or deed of trust against the Project. The Borrower companies providing such insurance shall take out deliver to Tenant and maintain Landlord copies of such policies or cause certificates evidencing the existence and amount of such insurance. No such policy shall be cancelable or subject to reduction of coverage or modification except after twenty (20) days prior written notice to Landlord and such other persons designated by Landlord. At least ten (10) days prior to the expiration of such policies, Landlord may on notice to Tenant order such insurance and charge the cost to Tenant as Additional Rent. Tenant shall not do, or permit anything to be taken out done which will invalidate the insurance policies furnished pursuant to Section 9.1 or by Landlord and maintained shall comply with all risks policies requirements imposed by Landlord's insurers, unless such compliance is expressly waived in writing by Landlord. Landlord may from time to time require that the policy limits of insurance in the joint names of the Borrower and the Lender with any or all such insurance company approved be increased to reflect the effects of inflation and changes in normal commercial insurance practices. Each insurance policy referred to above shall, to the extent applicable, contain standard non-contributory mortgagee clauses in favor of any mortgagee of Landlord. Each policy required to be carried by Tenant shall also provide that any loss otherwise payable thereunder shall be payable notwithstanding (i) any act or omission of Landlord or Tenant which might, absent such provision, result in a forfeiture of all or a part of such insurance payment, (ii) the Lender, fully insuring the Property and the Project and all other properties and assets occupation or use of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction any of the Project and before for purposes more hazardous than permitted by the issuance provisions of such policy, (iii) any foreclosure or other action or proceeding taken by any mortgagee of Landlord pursuant to any provision of the Temporary Occupation Permit including maintenance periodmortgage held by such mortgagee upon the happening of an event of default therein, or (iv) against, inter alia, loss any change in title or damage by fire covering the full value ownership of any of the construction cost and piling, workmen's compensation and public liability and Project. Tenant shall pay as they become due all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts premiums for the insurance required by this Lease and shall contain such terms and provisions as shall be approved by renew or replace each policy. In the Lender and shall and thereafter upon issuance event of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails Tenant's failure to comply with any of the provisions foregoing requirements of this sub-clause Section 9.2 within the Lender may at its discretion earlier of five (but without any obligations on its part 5) days after receipt of notice of impending cancellation or five (5) days of written notice from Landlord, Landlord shall be entitled to do so) have procure such insurance. Any sums expended by Landlord in procuring such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear by Tenant, together with interest thereon at the Default Interest Rate and all other statutory powers Rate, from the time of the insurance for the said sum may be exercised payment by the Lender;Landlord until fully paid by Tenant immediately upon written demand therefor by Landlord.

Insurance Policies. The Borrower All insurance provided for in Subsection 3.3(a) hereof shall take out be obtained under valid and maintain enforceable policies (the "POLICIES" or cause in the singular, the "POLICY") issued by one or more insurers satisfactory to Lender in its sole discretion and having a rating of A:V or better by Best's Key Rating Guide. All insurers providing insurance required by this Security Instrument shall be taken out and maintained all risks policies of authorized to issue insurance in the joint names of the Borrower and the Lender with such insurance company approved by the Lender, fully insuring state in which the Property and the Project is located. The Policy referred to in Subsection 3.3(a)(i) above shall name Lender as an additional named insured and all Policies other properties than those referred to in Sections 3.3(a)(vii) and assets of the Borrower comprised (viii) above shall provide that all proceeds be payable to Lender as set forth in the Mortgage of the Property Section 4.4 hereof and of an insurable nature shall also: (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period1) againstcontain a standard "non-contributory mortgagee" endorsement or its equivalent relating, inter alia, to recovery by Lender notwithstanding the negligent or willful acts or omission of Lender; (2) contain a waiver of subrogation endorsement as to Lender; and (3) be approved by Lender in its sole discretion as to amounts, form, risk coverage, deductibles, loss payees and insureds. All Policies shall contain (i) a provision that such Policies shall not be cancelled or damage terminated, nor shall they expire, without at least thirty (30) days prior written notice to Lender in each instance; and (ii) include effective waivers by fire covering the full value insurer of the construction cost all claims for Insurance Premiums against any loss payees, additional insureds and piling, workmen's compensation and public liability and all named insureds (other risks commonly covered than Borrower). Certificates of insurance with respect to property all renewal and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies Policies shall be delivered to and retained by Lender not less than thirty (30) days prior to the Lender; the Borrower shall punctually pay all premia payable in respect expiration date of any of the said policies Policies required to be maintained hereunder which certificates shall bear notations evidencing payment of insurance and submit applicable premiums (the "INSURANCE PREMIUMS"). Duplicate originals of such replacement Policies shall be delivered to Lender promptly after Borrower's receipt thereof but in any case within thirty (30) days after the Lender receipts for such payment, and if the effective date thereof. If Borrower fails to comply with maintain and deliver to Lender the provisions original Policies or certificates of insurance required by this sub-clause the Security Instrument, upon ten (10) days prior notice to Borrower, Lender may at its discretion (but without any obligations on its part to do so) have procure such insurance effected at the Borrower's sole cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;expense.

Insurance Policies. The Borrower During the Interim Period, the Buyers shall take out and maintain or cause use its best efforts to be taken out and maintained all risks policies of insurance in procure the joint names of Buyer Insurance Policy. If the Borrower and Buyers procure the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Buyer Insurance Policy, Public Liability until the expiration of Survival Period the Buyers shall thereafter maintain such Buyer Insurance Policy in full force and effect and not amend or permit the Buyer Insurance Policy to be canceled or terminated; provided, that if the Buyer Insurance Policy is canceled or terminated for reasons not attributable to the Buyers, the Buyers shall not be deemed to have breached the foregoing covenant, but, if the Sellers request, the Buyers thereafter shall use their best efforts to reinstate or replace the Buyer Insurance Policy with another policy having endorsements, retention/deductible requirements and coverage limits no less favorable to the Buyers than those set forth on Exhibit G hereto, issued by an Acceptable Insurance Company, so long as the Buyers pay the premium therefor as provided in the next succeeding sentence, disregarding the limitation thereon set forth in Exhibit G. The Sellers shall pay the premium (including broker’s commissions, due diligence fee and taxes) and retention for the Buyer Insurance Policy during the Survival Period, not to exceed the amount set forth on Exhibit G. The Sellers shall pay the premium (including any commission fee and related taxes) and underwriting fee for the Environmental Insurance, not to exceed $50,000, and the Buyers shall pay any amount in excess thereof, provided that the Buyers shall pay the premium (including any commission fee and related taxes) and underwriting fee for the Environmental Insurance for the Xxxxxxx Project. In addition, the Sellers shall provide such cooperation and support as the Buyers may reasonably request such that the Buyers may procure the Buyer Insurance Policy and Environmental Insurance, including (i) allowing the Buyers and potential insurers and their respective representatives to have access upon reasonable notice to any Project and Project site for the purpose of conducting noninvasive inspections thereof, (ii) providing copies of environmental assessments, operating records and other usual risks covering information within the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss Buyers’ possession or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly control relating to matters to be covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender Buyer Insurance Policy or Environmental Insurance (other than materials protected by attorney-client privilege or attorney work product privilege), and shall (iii) providing potential insurers and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit their representatives access to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;Electronic Data Room.

Insurance Policies. The Borrower shall take out and maintain or cause to be taken out and maintained all risks policies of insurance in the joint names of the Borrower and the Lender with such insurance company approved Insurance required by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies Tenant hereunder shall be in companies rated A- X or better in “Best’s Insurance Guide” or which is otherwise acceptable to Landlord and licensed to do business in the state in which the Premises is located. Tenant shall deliver to Landlord prior to taking possession of the Premises copies of policies of such insurance or certificates evidencing the existence and amounts of such insurance with loss payable and additional insured clauses reasonably satisfactory to Landlord. All insurance required by Tenant hereunder shall be primary as to all claims thereunder and provide that any insurance carried by Landlord is excess and is non-contributing with any insurance requirement of Tenant. No such policy shall be cancelable or subject to reduction of coverage or other modification except after ten (10) days’ prior written notice to Landlord. Tenant shall, prior to the Commencement Date and at least thirty (30) days prior to the expiration of such policies, furnish Landlord with copies of all policies or certificates thereof. If Tenant shall fail to procure and maintain the insurance required hereunder, or to deliver such policies or certificates, Landlord, at its sole election may (i) procure such insurance and charge the cost thereof to Tenant, which amount, together with interest thereon at the interest rate set forth in Section 25.4 below, shall be Additional Rent and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance payable within five (5) days after delivery to Tenant of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may bebills therefor, or (ii) deny Tenant the right to occupy the Premises until such other amount time as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, Tenant delivers such policies or certificates (which denial shall contain non-cancellation and standard mortgagee clauses naming as loss payee have no effect upon the Lender and Commencement Date or Expiration Date). Tenant shall not do or permit to be done anything which shall invalidate the insurance policies referred to in Section 13.1. Tenant shall be delivered forthwith, upon Landlord’s demand, reimburse Landlord for any additional premiums attributable to and retained by the Lender; the Borrower shall punctually pay all premia payable any act or omission or operation of Tenant causing an increase in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;insurance.

Insurance Policies. The Borrower shall take out and maintain or cause Insurance required to be taken out maintained by Tenant shall be written by companies (i) licensed to do business in the State of California, (ii) domiciled in the United States of America, and maintained all risks (iii) having a "General Policyholders Rating" of at least A-:VIII as set forth in the most current issue of "A.M. Best's Rating Guides" or similar publication. Any deductible amounts under any of the insurance policies actually procured by Tenant and as required hereunder is not in substitution of the limits of insurance coverage which must be maintained by Tenant, rather such deductibles are Tenant's self-insured retention for which Tenant shall be wholly responsible. Tenant shall deliver to Landlord certificates of insurance together with a true and complete copy of any waiver of subrogation endorsement required herein for the insurance required to be maintained by Tenant hereunder at the time of execution of this Lease by Tenant. If at any time Tenant is in default of its obligations under this Lease beyond any applicable cure periods, Tenant will deliver to Landlord a copy of any other endorsements to the joint names insurance policies obtained by Tenant upon Landlord's request therefor. Tenant shall, at least five (5) days prior to expiration of the Borrower and the Lender each policy, furnish Landlord with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets certificates of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss renewal or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and "binders" thereof. Each certificate shall expressly provide that such policies shall not be cancelable or otherwise subject to material reduction of coverage except after thirty (30) days prior written notice to the parties named as additional insureds as required in this Lease (except for cancellation for nonpayment of premium, in which event cancellation shall not take effect until at least ten (10) days' notice has been given to Landlord), as such amounts certificates are reasonably acceptable to the insurers issuing such policies and shall contain such terms and provisions as shall be approved by is customarily provided to landlords in the Lender and shall and thereafter upon issuance general vicinity of the Temporary Occupation Permit, Premises. Tenant shall have the Lender shall arrange for either a mortgagee interest or fire right to provide insurance as may be decided by the Lender coverage which it is obligated to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit carry pursuant to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions terms of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such Lease under a blanket insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;policy.

Insurance Policies. The Borrower shall take out and maintain or cause All insurance policies required to be taken out and maintained all risks policies of insurance carried by Tenant under this Lease shall: (i) be written by companies rated A/IX or better in the joint names most recent edition of "Best's Insurance guide" and authorized to do business in the Borrower state in which the Property is located, and (ii) name any parties designated by Landlord as additional insureds. Any self-insured retention or deductible amounts (the Lender with such "SELF-INSURED AMOUNT") under any insurance company approved policies required hereunder shall be subject to Landlord's prior written approval, which shall not be unreasonably withheld. Tenant shall deliver to Landlord on or before the Delivery Date, and thereafter at least fifteen (15) days before the expiration dates of expiring polices, certified copies of its insurance policies, or a certificate evidencing the same issued by the Lenderinsurer thereunder (or if such policies or certificates are not available at such date, fully insuring Tenant will provide to Landlord appropriate written confirmations or assurance of continued coverage, to be followed by the Property actual policy or certificate when available). Tenant will also provide to Landlord a certificate of insurance, naming Landlord and Tenant as additional insureds, evidencing liability insurance maintained by Tenant's contractor(s), which will be delivered to Landlord prior to the Project Delivery Date, and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and any subsequent construction by Tenant during the lease term) prior to the date on which Tenant commences any other construction work on the Property. If Tenant shall fail to procure such insurance or to deliver such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permitor certificates, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement costthen Landlord may, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without option and in addition to any obligations on its part to do so) have such insurance effected at other remedies provided by this Lease, procure the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender same for the account of Tenant, and Tenant shall pay the Lender and until repayment shall cost thereof to Landlord as additional rent. With respect to any claim, loss or liability that would have been covered by the insurance policies required to be added to FMI FORM 201 (Jan 1992 - REVISED 4/96) RETAIL LEASE AGREEMENT March 22, 1999 maintained by Tenant but which are within the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers self-insured amount, Tenant will be responsible for payment of the self-insured amount on or for such claim, loss or liability on the same basis as the insurance for the said sum may be exercised by the Lender;carrier would have been if Tenant had no self-insured arrangements or deductibles on such insurance policies.

Insurance Policies. The Borrower (a) Seller shall take out and use its commercially reasonable efforts to maintain or cause to be taken out maintained in full force and maintained effect until the Closing all risks material insurance policies of insurance in effect on the joint names of the Borrower date hereof (or reasonably comparable replacement policies), and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered rights thereunder with respect to property and projects coverage of a similar kind and the Purchased Assets or the Business. All such policies insurance coverage shall be in such amounts and shall contain such terms and provisions terminated as of the Closing. Buyer shall be approved by the Lender and shall and thereafter upon issuance solely responsible for providing insurance with respect to coverage of the Temporary Occupation PermitPurchased Assets or the Business for any event or occurrence that occurs on or after the Closing. With respect to events, circumstances or claims relating to the Purchased Assets or the Business that occurred or existed prior to the Closing Date that result or are reasonably expected to result in Losses and which are covered by Seller’s or its Affiliates’ insurance policies that apply with respect to coverage of the Purchased Assets or the Business or the locations at which the Business is operated (collectively, the Lender “Pre-Closing Insurance”), on or after the Closing, at Buyer’s reasonable written request, Seller shall arrange for either a mortgagee interest or fire insurance continue to pursue any claims pending with Pre-Closing Insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower Closing to the extent applicable to the Purchased Assets or the Business and Seller shall make claims and use commercially reasonable efforts to recover under the Pre-Closing Insurance to the extent such coverage and limits are available with respect to the Purchased Assets or the Business under the Pre-Closing Insurance as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies date of insurance and submit any such claim. By requesting that Seller continue to pursue or make any claims under the Lender receipts Pre-Closing Insurance, Buyer agrees to reimburse Seller or its Affiliates for such payment, and if any costs incurred by any of them on or after the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect Closing as a result of such insurances claims and Buyer or its Affiliates shall on demand be repaid exclusively bear the amount of any “deductibles” or net retentions associated with such claims under the Pre-Closing Insurance. Seller shall hold in trust for and pay to the Lender for the account Buyer, promptly upon receipt thereof, all proceeds, recoveries and other monies received by Seller or any of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;its Affiliates in connection with its claim under any Pre-Closing Insurance.

Insurance Policies. The Borrower All insurance required by express provisions of this Lease shall take out and maintain or cause be carried only in responsible insurance companies licensed to be taken out and maintained all risks policies of insurance do business in the joint names state of the Borrower Cali­fornia and the Lender with such insurance company which have been previously approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's Lessor. All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts nonassessable and shall contain such terms and provisions as language, to the extent obtainable, to the effect that: (i) any loss shall be approved payable notwithstanding any act or negli­gence of Lessor that might otherwise result in a forfeiture of the insurance; (ii) the insurer waives the right of subrogation against Lessor and against Lessor’s agents and representatives; (iii) the policies are primary and noncontributing with any insur­ance that may be carried by Lessor; and (iv) the policies cannot be can­celed or materially changed except after 30 days’ notice by the Lender insurer to Lessor or Lessor’s designated representative. Lessee shall furnish Lessor with copies of all such policies promptly on receipt of them, or with certificates evidencing the insurance. Lessee shall provide Lessor proofs of such policies upon the Commencement Date. Lessee may effect for its own account any insurance not required under this Lease. Lessee may provide any insurance required or permitted under this Lease by blanket insurance covering the Premises and any other location or locations provided it is acceptable to any Leasehold Mortgagees. If Lessee fails or refuses to procure or to maintain insurance as required by this Lease or fails or refuses to furnish Lessor with required proof that the insurance has been procured and is in force and paid for, Lessor shall have the right, at Lessor’s election and thereafter upon issuance without notice, to procure and maintain such insurance. The premiums paid by Lessor shall be treated as added rent due from Lessee with interest at the maximum rate allowed by law, to be paid on the first day of the Temporary Occupation Permitmonth following the date on which the premiums were paid. Lessor shall give prompt notice of the payment of such premiums, stating the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by amounts paid and the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as insurer or insurers, and interest shall run from the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect date of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;notice.

Insurance Policies. The Borrower shall take out and maintain or cause to be taken out and maintained all risks policies of insurance in the joint names of the Borrower and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies required hereunder shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance companies holding a "General Policyholders Rating" of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may beat least A-, or such other amount rating as may reasonably be determined required by a lender having a lien on the Lender Premises, as set forth in the joint names most current issue of "Best's Key Rating Guide". Tenant shall provide to Landlord copies of insurance certificates evidencing the existence and the amounts of insurance required in paragraph 10.1 upon Tenant's execution of this Lease. Landlord shall provide to Tenant copies of insurance certificates evidencing the existence and the amounts of insurance required in paragraph 10.1.(b) upon Landlord's execution of this Lease and thereafter provide Tenant with renewal certificates at least thirty (30) days prior to the expiration of such policy. Landlord shall not do or permit to be done anything which shall invalidate such insurance policy. No such policy shall be cancelable or subject to reduction of coverage or scope of coverage except after sixty (60) days prior written notice to Landlord (or such other amount of notice as shall be required from time to time by applicable law). Tenant shall, at least thirty (30) days prior to the expiration of such policies, furnish Landlord and any mortgagee of Landlord named as an insured with renewal certificates, or Landlord may, in such event, or in any other event when Tenant has failed to provide insurance coverage as required hereunder after three (3) business days' notice thereof to Tenant, at its option, order such insurance and charge the cost thereof to Tenant, which amount shall be payable by Tenant upon demand. Tenant shall not do or permit to be done anything which shall invalidate the insurance policies referred to in this paragraph 10. If Tenant does or permits to be done anything which shall increase the costs of the Borrower as the owner and the Lender as mortgageeinsurance policies referred to in paragraph 10.2, then Tenant shall forthwith upon Landlord's demand reimburse Landlord for any additional premiums attributable to any act or omission or operation of Tenant causing such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable increase in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of insurance. Any insurance maintained by Tenant under this Lease shall be primary and non-contributory with any insurance coverage separately maintained by Landlord. Any of Tenant's policies required hereunder may be in the Borrower and all moneys paid nature of a "blanket policy" which specifically provides that the amount of insurance shall not be prejudiced by other losses covered by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;policy.

Insurance Policies. The Borrower (a) Except as otherwise provided under this Section 5.14, from and after the Closing, (i) the Transferred Entities and the Business shall take out and maintain or cause cease to be taken out and maintained all risks in any manner insured by, entitled to any benefits or coverage under or entitled to seek benefits or coverage from or under any insurance policies of Parent or any of its Affiliates or by any of their respective self-insurance in the joint names of the Borrower programs (“Seller Policies”), (ii) Parent and the Lender with its applicable Affiliates shall retain all rights to control such insurance company approved by policies and self-insurance programs, including the Lenderright to exhaust, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policysettle, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) againstrelease, inter aliacommute, loss buy back or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered otherwise resolve disputes with respect to property any such Seller Policies, notwithstanding whether any such Seller Policies apply to any Liabilities of Purchaser Parent or its Affiliates (including the Transferred Entities) and projects (iii) neither Purchaser Parent nor its Affiliates (including the Transferred Entities) shall have any access, right, title or interest to or in any such Seller Policies (including to any claims or rights to make (or pursue existing) claims or any rights to proceeds). Notwithstanding the foregoing, the Transferred Entities may make claims against Parent’s and its Affiliates’ occurrence-based third party liability insurance policies issued in the name (including as one of the insureds) or for the benefit of any Transferred Entity or the Business (“Available Insurance Policies”) with respect to any actions or omissions that occurred prior to Closing and are covered by any such Available Insurance Policies solely to the extent that (A) such Available Insurance Policies permit the applicable claims as contemplated by this Section 5.14 and (B) coverage is available thereunder; provided that Purchaser Parent shall reimburse Parent for any fees, costs or expenses (including any retro-premium adjustments) incurred by Parent or any of its Subsidiaries solely and to the extent as a similar kind result of, and shall bear the amount of any deductibles or net retentions associated with, any claim by or on behalf of any of the Transferred Entities under such policies (including 62 any unsuccessful claims). Following the Closing, Parent hereby authorizes the Transferred Entities to notify, make and pursue applicable claims as contemplated by this Section 5.14 under the Available Insurance Policies; provided that the Transferred Entities shall be in responsible for notifying any and all insurance companies of such amounts claims and shall contain such complying with the policy terms and provisions as conditions for pursuit and collection of such claims; and provided further, that Parent shall be approved by promptly forward to Purchaser Parent or the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without applicable Transferred Entity any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender communication from an insurer in respect of such insurances shall on demand be repaid claims and, to the Lender for extent applicable, reasonably assist Purchaser Parent’s or the account applicable Transferred Entity’s communications with an insurer. Parent shall use commercially reasonable efforts (at the expense of the Lender and until repayment shall be added Transferred Entities), to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised extent permitted by the Lender;relevant Available Insurance Policies, to assist Purchaser Parent’s and the Transferred Entities’ efforts to obtain the benefit of such insurance coverage.

Insurance Policies. The Borrower (i) All Insurance Policies shall take out be in form and maintain or cause maintained with companies and in amounts to be taken out and maintained all risks policies of consented to by Mortgagee, such consent not to be unreasonably withheld or delayed. Without limiting Mortgagee's ability to approve the aforementioned, an insurance in the joint names of the Borrower and the Lender with company shall not be reasonably satisfactory unless such insurance company (y) has a minimum claims paying rating of at least B+VIII or better by A.M. Best & Company or nationally recognized foreign insurance carriers acceptable to Mortgagee, whose acceptance shall not be unreasonably withheld, and (z) is licensed in or approved by the LenderState of Louisiana. Each policy shall in addition (A) provide that there shall be no recourse against Mortgagee for payment of premiums or other amounts with respect thereto, fully insuring (B) provide that at least thirty (30) days' prior written notice of cancellation, termination, material modification or non-renewal of any policy shall be given to Mortgagee by the Property insurer, (C) contain the agreement by Mortgagor that the proceeds of all policies shall be payable to Mortgagee and the Project Mortgagor as their interests may appear pursuant to a non-contributing mortgagee endorsement, (D) be payable to Mortgagee and all Mortgagor as their interests may appear (other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered than with respect to property and projects a loss by a third party) regardless of a similar kind and such policies shall be any breach or violation by Mortgagor of warranties, declarations or conditions contained in such amounts and shall contain such terms and provisions as shall be approved policies, any action or inaction of the Mortgagor or others, the use of Mortgaged Property for purposes more hazardous than permitted by the Lender and shall and thereafter upon issuance terms of such policy or any foreclosure relating to the Mortgaged Property or any change in ownership of all or any portion of the Temporary Occupation PermitMortgaged Property, (E) waive any right of subrogation of the Lender shall arrange for either insurers as against Mortgagor or Mortgagee and their respective officers, employees and agents, (F) with respect to Sections 4.4(a)(i) and 4.4(b)(iv), waive any right of the insurers to any set-off or counterclaim or any other deduction, (G) in the case of commercial general and excess liability insurance policies, include a mortgagee severability of interest or fire cross liability clause, (H) provide that the insurance be primary and not excess to or contributory to any insurance or self-insurance maintained by Mortgagor or Mortgagee, (I) name Mortgagee as may be decided by the Lender to cover the loan amount or replacement costadditional insured on all general, excess and automobile liability policies, (J) name Mortgagee as the case may be, or such other amount as may be determined by the Lender "mortgagee" in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and a standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable clause in respect of the said policies of all property insurance and submit to the Lender receipts for such paymentpolicies, and if the Borrower fails (K) provide that no claims be paid thereunder without twenty (20) days' advance written notice to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;Mortgagee.

Insurance Policies. The Borrower All insurance policies required by this Mortgage shall take out (i) prohibit cancellation or substantial modification by the insurer without at least 30 days' prior written notice to the Mortgagee, and maintain (ii) provide that the insurance shall not be invalidated as to the Mortgagee by any act or cause neglect of any person owning or leasing the Mortgaged Properties, or by foreclosure proceeding or notice of sale or sale by deed or assignment in lieu of foreclosure or by any other change in the title or ownership of the Mortgaged Properties, and (iii) contain an agreement by the insurer that the policy constitutes primary insurance. All property insurance policies required by this Mortgage shall be carried in the name of the Mortgagor, shall contain a standard mortgagee clause (without contribution) in favor of the Mortgagee, and provide that losses thereunder shall be adjusted with the insurer by the Mortgagor, but with settlements subject to be taken out the approval of the Mortgagee and maintained payments made jointly to the Mortgagor and the Mortgagee. In the event of loss or physical damage to the Mortgaged Properties, the Mortgagor shall give immediate notice thereof to the Mortgagee, and the Mortgagee may make proof of the loss if the same is not made promptly by the Mortgagor. Upon the execution of this Mortgage and thereafter not less than 10 days prior to the expiration dates of expiring policies, originals of all risks policies of insurance in the joint names of the Borrower and the Lender with such insurance company approved by (or certificates thereof in form acceptable to the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance periodMortgagee) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in deposited with the Mortgagee. If the Mortgagor fails to carry any such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest insurance or fire insurance as may be decided by the Lender fails to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and deliver the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit (or certificates) to the Lender receipts for such paymentMortgagee, and if then the Borrower fails to comply with the provisions of this sub-clause the Lender may Mortgagee, at its discretion (option but without any obligations on its part being obligated to do so) have , may procure such insurance effected from year to year and pay the premiums therefor, and the Mortgagor will reimburse the Mortgagee on demand for premiums so paid, with interest thereon from the time of payment at the cost of post-default rate chargeable under the Borrower Note (the "Default Rate"), and all moneys paid the same shall be secured by this Mortgage. All insurance required by the Lender preceding paragraph (h) shall be issued by insurance companies licensed and admitted to do business in respect Hawaii and having a rating by Best's Insurance Reports of such insurances Class A:VI or better. The Mortgagee shall on demand not be repaid to the Lender responsible for the account collection of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the any insurance proceeds or for the said sum may be exercised by the Lender;insolvency of any insurer or insurance underwriter.

Insurance Policies. The Borrower Insurance required herein shall take out and maintain be by companies duly licensed or cause admitted to be taken out and maintained all risks policies of insurance transact business in the joint names state where the Premises are located, and maintaining during the policy term a "General Policyholders Rating" of the Borrower and the Lender with such insurance company approved by the Lenderat least A+XV, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised as set forth in the Mortgage most current issue of the Property and of an insurable nature (including Contractor"Best's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may beGuide", or such other amount rating as may be determined required by a Lender. Lessee shall not do or permit to be done anything which invalidates the Lender in required insurance policies. Lessee shall, prior to the joint names Start Date, deliver to Lessor certified copies of policies of such insurance or endorsements evidencing the existence and amounts of the Borrower as required insurance. No such policy shall be cancelable or subject to modification except after 30 days prior written notice to Lessor. Lessee shall, at least 30 days prior to the owner expiration of such policies, furnish Lessor with evidence satisfactory to Lessor of renewals or "insurance binders" evidencing renewal thereof, or Lessor may order such insurance and charge the Lender as mortgageecost thereof to Lessee, which amount shall be payable by Lessee to Lessor upon demand. Lessee shall thereafter deliver copies of the policies that have been renewed before expiration of the insurance binder. If Lessee fails to do so, then Lessor, in is sole and absolute discretion, may order such policies insurance and charge the costs thereof to Lessee, which amount shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the be payable by Lessee to Lessor upon demand. Such policies shall be delivered to and retained by for a term of at least one year, or the Lender; the Borrower shall punctually pay all premia payable in respect length of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions remaining term of this sub-clause Lease, whichever is less. If either Party shall fail to procure and maintain the Lender may insurance required to be carried by it, the other Party may, but shall not be required to, procure and maintain the same. Lessee shall carry and maintain during the entire Term (including any option periods), at its discretion (but without any obligations on its part to do so) have such insurance effected at the Lessee’s sole cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers expense, increased amounts of the insurance for required to be carried by Lessee pursuant to this Lease and such other reasonable types of insurance coverage and in such reasonable amounts covering the said sum Premises and Lessee’s operations therein, as may be exercised reasonably required by the Lender;Lessor.

Insurance Policies. The Borrower shall take out and maintain All insurance required or cause permitted to be taken out carried by Tenant hereunder shall be in companies rated B+ or better in Best's Insurance Guide, on forms and maintained all risks with loss payable clauses reasonably satisfactory to landlord, and copies of such policies of insurance in the joint names or certificates evidencing such insurance shall be delivered promptly to Landlord by Tenant within ten (10) days after substantial completion of the Borrower Premises and thereafter within thirty (30) days prior to the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets expiration of the Borrower comprised in the Mortgage term of the Property and of an insurable nature (including Contractor's each such policy. All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and property damage policies shall contain a provision that Landlord, although named as an insured, shall nevertheless be entitled to recovery under said policies for any loss occasioned to it to the extent that Tenant's action causes an action of any kind whatsoever and Landlord must defend itself from any and all other risks commonly covered with respect claims, Landlord is entitled to property recover in such cases; and projects to the extent that landlord's insurance must cover the cost between the difference, if any, of the proceeds of Tenant's recovery to Landlord expenses, its servants, agents and employees by reason of the negligence of Tenant. As often as any such policy shall expire or terminate, renewal or additional policies shall be procured and maintained by Tenant in like manner and to like extent. All policies of insurance delivered to Landlord must contain a similar kind and provision that the company writing said policy will give to landlord thirty (30) days notice in writing in advance of any cancellation or lapse or the effective date of any reduction in the amounts of insurance. All such policies shall be written as primary policies and not contributing with or in such amounts excess of any coverage which Landlord may carry, and shall contain such terms cover and provisions insure Landlord as an additional insured. Notwithstanding anything to the contrary in this Article, Tenant's obligations to carry the insurance provided for herein may be brought within the coverage of a so-called blanket policy or policies of insurance carried and maintained by Tenant, provided that (a) Landlord and Landlord's first mortgagee or beneficiary shall be approved named as an additional insured thereunder as its interest may appear, (b) the coverage afforded Landlord will not be reduced or diminished by the Lender and shall and thereafter upon issuance reason of the Temporary Occupation Permituse of such blanket policy of insurance, and (c) the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender requirements set forth herein are otherwise satisfied. Tenant agrees to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and permit Landlord at all reasonable times to inspect the policies shall of insurance of Tenant covering risks upon the Premises for which policies or copies thereof are not required to be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;landlord

Insurance Policies. The Borrower shall take out and maintain or cause Each policy of insurance required to be taken out maintained by Tenant hereunder shall name Landlord, and maintained all risks policies of insurance any other parties in the joint names of the Borrower and the Lender with such insurance company approved interest designated by the LenderLandlord, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts as additional insureds and shall contain a clause that the insurer will not cancel or change such terms insurance without first giving Landlord thirty (30) days' prior written notice. Such insurance may be furnished by Tenant under any blanket policy carried by it or under a separate policy therefor; provided that such blanket policy shall contain an endorsement that names Landlord (and provisions any other parties in interest designated by Landlord) as an additional insured, references the Premises and guarantees that a minimum limit equal to the insurance amounts required in this Lease will be available specifically for the Premises. All insurance shall be approved by with a good and solvent insurance company authorized to do business in the Lender State in which the Business Park is located, having a minimum rating of A and shall and thereafter upon issuance X in Best's Insurance Guide. A copy of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest paid-up policy or fire insurance as may be decided by the Lender other evidence reasonably satisfactory to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies Landlord shall be delivered to Landlord prior to the Term Commencement Date and retained by not less than thirty (30) days prior to each renewal or extension of such policy of insurance. In the Lender; the Borrower event that Tenant shall punctually pay all premia payable deliver a certificate of insurance in respect lieu of a copy of the paid-off insurance policy at any time during the Term of this Lease, a copy of such insurance policy shall be provided to Landlord as soon thereafter as practicable. No policy of insurance under this Section shall provide for a deductible in excess of Ten Thousand Dollars ($10,000), provided that Tenant shall remain obligated for the insurance deductible. All public liability, property damage or casualty policies and the coverage evidenced thereby shall be primary with respect to any policies carried by Landlord and any coverage carried by Landlord shall pay only amounts in excess of the limits in said policies of insurance and submit Tenant. In addition to the Lender receipts for such paymentforegoing, and if in the Borrower event Tenant fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without provide or keep in force any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for required pursuant to this Section 11 , then Landlord, in its discretion and without waiving any of its rights under this Lease, may provide such insurance, in which event the said sum may cost thereof shall be exercised payable by Tenant to Landlord as Additional Rent on the Lender;first day of the calendar month immediately following demand therefor from Landlord.

Insurance Policies. The Borrower shall take out Set forth in SCHEDULE 3.20(A) is a complete and maintain or cause to be taken out accurate list and maintained summary description of all risks policies of insurance in the joint names of the Borrower and the Lender with such insurance company approved by the Lenderfire, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policyliability, Public Liability Insurance product liability, workers compensation, health and other usual risks covering the period forms of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered insurance presently in effect with respect to property the Business and projects the properties of a similar kind Seller and the UK Subsidiary, true and correct copies of which have heretofore been delivered to Purchaser. SCHEDULE 3.20(A) includes, without limitation, the carrier, the description of coverage, the limits of coverage, retention or deductible amounts, amount of annual premiums, and date of expiration with respect to each such policy, and any pending claims. All such policies shall be are valid, outstanding and, subject to the respective terms thereof, enforceable policies and provide insurance coverage for the properties, assets and operations of Seller and the UK Subsidiary, of the kinds, in such the amounts and shall contain against the risks customarily maintained by organizations similarly situated, and, to Seller's Knowledge, are valid, outstanding and enforceable policies. No notice of cancellation or termination has been received with respect to any such terms policy, and provisions Seller has no Knowledge of any act or omission of Seller or the UK Subsidiary that could result in cancellation of any such policy prior to its scheduled expiration date. Neither Seller nor the UK Subsidiary have been refused any insurance with respect to any aspect of the operations of the Business, nor has its coverage been limited by any insurance carrier to which it has applied for insurance or with which it has carried insurance during the last three years. Seller and the UK Subsidiary have duly and timely made all claims they have been entitled to make under each policy of insurance. SCHEDULE 3.20(B) contains a description of each claim made by Seller or the UK Subsidiary under any policy of insurance during the last three years. There is no claim by Seller pending under any such policies as shall be approved to which coverage has been questioned, denied or disputed by the Lender underwriters of such policies, and shall and thereafter upon issuance Seller has no Knowledge of any basis for denial of any claim by Seller or the Temporary Occupation Permit, UK Subsidiary pending under any such policy. Seller or the Lender shall arrange for either a mortgagee interest UK Subsidiary has not received any written notice from or fire on behalf of any insurance as carrier issuing any such policy that insurance rates therefor will hereafter be substantially increased (except to the extent that insurance rates may be decided increased for all similarly situated risks) or that there will hereafter be a cancellation or an increase in a deductible (or an increase in premiums in order to maintain an existing deductible) or nonrenewal of any such policy. Such policies are sufficient in all material respects for compliance by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names Seller with all requirements of the Borrower as the owner law and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions requirements of this sub-clause the Lender may at its discretion (but without any obligations on its part all material contracts to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;which Seller is a party.

Insurance Policies. The Borrower Subtenant shall take maintain throughout the Term of this Sublease commercial general liability insurance on an occurrence basis in respect of the Subleased Premises and the conduct and operation of business therein, with Sublandlord and the Overlandlord named as additional insured, with limits of Five Million and 00/100 ($5,000,000.00) Dollars combined single limit for bodily injury or death or for property damage, including water damage legal liability, arising out of any one occurrence or accident. Subtenant shall also obtain casualty insurance covering all tenant improvements, furniture, fixtures, furnishings, business equipment and maintain contents of the Subleased Premises, including without limitation, the furniture systems owned by Sublandlord and made available for Subtenant's use as more fully set forth herein, to the extent of their full insurable value and with a replacement cost endorsement. Subtenant shall deliver to Sublandlord a policy or cause to be taken out and maintained all risks policies certificate of insurance in prior to the joint names of the Borrower Commencement Date, and the Lender with such insurance company approved by the Lender, fully insuring the Property Sublandlord and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of Overlandlord shall be named as an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered additional insured with respect to property the policies of liability insurance required hereunder and projects Sublandlord shall be named as an additional insured with respect to the casualty insurance policy required to be maintained. Subtenant shall procure and pay for renewals of a similar kind such insurance from time to time before the expiration thereof, and Subtenant shall deliver to Sublandlord and the Overlandlord such renewal policy or certificate of insurance at least thirty (30) days before the expiration of any existing policy. All such policies shall be in such amounts and shall contain such terms and provisions as shall be approved issued by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender reputable companies licensed to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender do business in the joint names State of the Borrower as the owner New York which are reasonably acceptable to Sublandlord, and the Lender as mortgagee, all such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee a provision whereby the Lender same cannot be canceled unless Sublandlord and the Overlandlord are given at least thirty (30) days' prior written notice of such cancellation or modification. Such policies shall be delivered reasonably satisfactory to Sublandlord and retained by Sublandlord may require that the Lender; limits of liability on the Borrower shall punctually pay all premia payable commercial general liability policy required hereunder be increased from time to time, but not more frequently than every three (3) years .to an amount which is reasonably satisfactory to Sublandlord and which is consistent with that required of tenants in respect comparable first class office buildings in the Times Square area of the said policies of insurance New York City (i.e. 3 and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;5 Times Square),

Insurance Policies. The Borrower Insurance required herein shall take out and maintain be by companies duly licensed or cause admitted to be taken out and maintained all risks policies of insurance transact business in the joint names state where the Premises are located, and maintaining during the policy term a “General Policyholders Rating” of the Borrower and the Lender with such insurance company approved by the Lenderat least A+XV, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised as set forth in the Mortgage most current issue of the Property and of an insurable nature (including Contractor's All Risks “Best’s Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may beGuide”, or such other amount rating as may be determined required by a Lender. Lessee shall not do or permit to be done anything which invalidates the Lender in required insurance policies. Lessee shall, prior to the joint names Start Date, deliver to Lessor certified copies of policies of such insurance or endorsements evidencing the existence and amounts of the Borrower as required insurance. No such policy shall be cancelable or subject to modification except after 30 days prior written notice to Lessor. Lessee shall, at least 30 days prior to the owner expiration of such policies, furnish Lessor with evidence satisfactory to Lessor of renewals or “insurance binders” evidencing renewal thereof, or Lessor may order such insurance and charge the Lender as mortgageecost thereof to Lessee, which amount shall be payable by Lessee to Lessor upon demand. Lessee shall thereafter deliver copies of the policies that have been renewed before expiration of the insurance binder. If Lessee fails to do so, then Lessor, in is sole and absolute discretion, may order such policies insurance and charge the costs thereof to Lessee, which amount shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the be payable by Lessee to Lessor upon demand. Such policies shall be delivered to and retained by for a term of at least one year, or the Lender; the Borrower shall punctually pay all premia payable in respect length of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions remaining term of this sub-clause Lease, whichever is less. If either Party shall fail to procure and maintain the Lender may insurance required to be carried by it, the other Party may, but shall not be required to, procure and maintain the same. Lessee shall carry and maintain during the entire Term (including any option periods), at its discretion (but without any obligations on its part to do so) have such insurance effected at the Lessee’s sole cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers expense, increased amounts of the insurance for required to be carried by Lessee pursuant to this Lease and such other reasonable types of insurance coverage and in such reasonable amounts covering the said sum Premises and Lessee’s operations therein, as may be exercised reasonably required by the Lender;Lessor.

Insurance Policies. The Borrower shall take out (a) Buyer covenants and maintain agrees that following Closing, Buyer will not amend or cause modify the R&W Insurance Policy in any manner whatsoever that would adversely affect Seller, including with respect to subrogation. Buyer covenants and agrees that with respect to any Claim for Indemnification for which coverage may reasonably be taken out and maintained all risks policies of insurance in available under the joint names of the Borrower and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks R&W Insurance Policy, Public Liability Buyer shall give prompt notice of that Claim for Indemnification under the R&W Insurance Policy (an “R&W Insurance Coverage Claim”). Buyer further covenants and other usual risks covering agrees that it shall use commercially reasonable efforts to pursue to a favorable conclusion any R&W Insurance Coverage Claim, including complying with all applicable terms and conditions under the period R&W Insurance Policy and shall supplement such R&W Insurance Coverage Claim as reasonably warranted. However, Buyer shall not be required to initiate any Proceeding in connection with any R&W Insurance Coverage Claim. In the event that Seller reasonably requests that Buyer initiate a Proceeding in connection with an R&W Insurance Coverage Claim, Buyer shall initiate such Proceeding, and Seller will assume the conduct and control, through counsel of construction its own choice reasonably satisfactory to Buyer and at the sole expense of Seller, the Project prosecution of such Proceeding. Seller shall permit Buyer to participate in such prosecution through counsel chosen by Buyer; provided that the fees and before the issuance expenses of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage such counsel chosen by fire covering the full value Buyer shall be borne solely by Buyer. Seller covenants and agrees to keep Buyer promptly informed of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered material developments with respect to property such Proceeding and projects of a similar kind and to not take any action that would be detrimental to otherwise adversely affect Buyer in connection with such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest Proceeding. Any settlement or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect compromise of such insurances Proceeding by Seller shall on demand require the prior written consent of Buyer, which consent shall not be repaid unreasonably withheld, conditioned or delayed. Buyer covenants and agrees to the Lender for the account keep Seller promptly informed of the Lender and until repayment shall be added all material developments with respect to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;any R&W Insurance Coverage Claim.

Insurance Policies. The Borrower shall take out and maintain or cause to be taken out and maintained all risks policies of insurance in the joint names of the Borrower and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies required hereunder shall be in such amounts companies duly licensed to transact business in the state where the Leased Premises are located, and shall contain such terms and provisions as shall be approved by maintaining during the Lender and shall and thereafter upon issuance policy term a “General Policyholders Rating” of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may beat least B plus, or such other amount rating as may be determined required by a lender having a lien on the Lender Leased Premises, as set forth in the joint names most current issue of “Best’s Insurance Guide”. The insuring party shall deliver to the other party copies of policies or such insurance or certificates evidencing the existence and amounts of such insurance with loss payable clauses as required by this paragraph 8. No such policy shall be cancellable or subject to reduction of coverage or other modification except after thirty (30) days’ prior written notice to Landlord. If Tenant is the insuring party Tenant shall, at least thirty (30) days prior to the expiration of such policies, furnish Landlord with renewals or “binders” thereof, or Landlord may order such insurance and charge the cost thereof to Tenant, which amount shall be payable by Tenant upon demand. Tenant shall not do or permit to be done anything which shall invalidate the insurance policies referred to in paragraph 8(c). If Tenant does or permits to be done anything which shall increase the cost of the Borrower as insurance policies referred to in paragraph 8(c), then Tenant shall forthwith upon Landlord’s demand reimburse Landlord for any additional premiums attributable to any act or omission or operation of Tenant causing such increase in the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect cost of the said policies of insurance and submit to insurance. If Landlord is the Lender receipts for such paymentinsuring party, and if the Borrower fails insurance policies maintained hereunder cover other improvements in addition the Leased Premises, Landlord shall deliver to comply with Tenant a written statement setting forth the provisions amount of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at cost increase and showing in reasonable detail the cost of the Borrower and all moneys paid by the Lender manner in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;which it has been computed.

Insurance Policies. The Borrower shall take out From and maintain or cause after the Closing, the Additional Insured shall, subject to be taken out applicable Law and maintained the terms of such policies, remain entitled to all risks policies of insurance in the joint names rights of the Borrower and Additional Insured under the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Applicable Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered Policies with respect to property any claim, act, 57 omission, event, circumstance, occurrence or loss that occurred or existed prior to the Closing (an “Applicable Insurance Event”). In furtherance thereof, to the extent requested from time to time by the Additional Insured or its Affiliates, from and projects after the Closing, the Primary Insured Party shall, at the sole cost and expense of a similar kind the Buyer (if the Seller is the Primary Insured Party) or the Seller (if either Company is the Primary Insured Party), reasonably cooperate with efforts by the Additional Insured to recover all amounts due to Additional Insured from any insurers under any Applicable Insurance Policies with respect to any Pre-Closing Insurance Events and such policies shall be in pay such amounts and shall contain such terms and provisions as shall be approved actually recovered by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable Primary Insured Party in respect of losses incurred by the said policies Additional Insured (less the out of insurance pocket costs and submit expenses actually incurred by the Primary Insured Party in making such recoveries) over to, the Additional Insured or its designated Affiliate. Without limiting the foregoing, to the Lender receipts for such payment, extent requested from time to time by (and at the sole cost and expense of) the Buyer (if the Borrower fails Seller is the Primary Insured Party) or the Seller (if either Company is the Primary Insured Party), the Additional Insured or its Affiliates and to comply the extent the Additional Insured is prohibited from taking such action directly under the Applicable Insurance Policies, from and after the Closing, the Primary Insured Party shall file on behalf of the Additional Insured (or the Business) any claims under any occurrence-based Applicable Insurance Policies that were in effect at any time prior to the Closing that provide coverage, or potentially provide coverage, in whole or in part with respect to any Applicable Insurance Event, including, to the provisions of this sub-clause the Lender may at its discretion extent requested from time to time by (but without any obligations on its part to do so) have such insurance effected and at the sole cost of and expense of) the Borrower Buyer (if the Seller is the Primary Insured Party) or the Seller (if either Company is the Primary Insured Party), making all necessary notifications and submitting all moneys paid by the Lender reasonably required supporting documentation in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;connection therewith.

Insurance Policies. The Borrower Each of the Insurance Policies are treated as Executory Contracts under the Plan. Unless otherwise provided herein or in the Plan Supplement or any document related thereto, on the Effective Date, (1) the Debtors shall take out be deemed to have assumed all Insurance Policies, and maintain (2) such Insurance Policies shall revest in the Reorganized Debtors or cause New Valaris Holdco, as applicable. Nothing in the Plan, the Plan Supplement, the Disclosure Statement, the Confirmation Order, or any other order of the Bankruptcy Court (including any other provision that purports to be taken out preemptory or supervening), (x) alters, modifies, or otherwise amends the terms and maintained conditions of (or the coverage provided by) any of such Insurance Policies or (y) alters or modifies the duty, if any, that the Insurers pay claims covered by such Insurance Policies and their right to seek payment or reimbursement from the Debtors (or after the Effective Date, the Reorganized Debtors) or draw on any collateral or security therefor. For the avoidance of doubt, Insurers shall not need to nor be required to file or serve a cure objection or a request, application, claim, Proof of Claim, or motion for payment and shall not be subject to any claims bar date or similar deadline governing cure amounts or Claims. The Debtors or the Reorganized Debtors, as applicable, shall not terminate or otherwise reduce the coverage under any directors’ and officers’ Insurance Policies in effect prior to the Effective Date, and any directors and officers of the Debtors who served in such capacity at any time before or after the Effective Date shall be entitled, subject to and in accordance with the terms and conditions of such Insurance Policy in all risks policies respects, to the full benefits of insurance any such Insurance Policy for the full term of such policy regardless of whether such directors and/or officers remain in such positions after the Effective Date. For the avoidance of doubt, the directors’ and officers’ Insurance Policies shall revest in the joint names of Reorganized Debtors. Notwithstanding anything herein to the Borrower and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permitcontrary, the Lender Debtors shall arrange for either a mortgagee interest or fire retain the ability to supplement such directors’ and officers’ insurance as may be decided by the Lender to cover the loan amount or replacement cost, policies as the case may beDebtors deem necessary, or such other amount as may be determined including by the Lender in the joint names of the Borrower as the owner and the Lender as mortgageepurchasing any tail coverage (including, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such paymentwithout limitation, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;a tail policy).

Insurance Policies. The Borrower minimum limits of insurance policies as set forth in SECTION 13.1 above shall take out in no event limit the liability of Tenant hereunder. The following provisions shall apply regarding all insurance policies Tenant is required to procure and maintain or cause under SECTION 13.1 above. For any insurance policies Landlord is to be taken out procure and maintained all risks maintain under SECTION 13.2 above, Landlord may, at its option, have such policies of comply with such provisions. The aforesaid insurance in shall name Landlord as an additional insured (and, at Landlord's option, the joint names of the Borrower property manager and the Lender holder of any mortgage or deed of trust on the Building, or any part thereof or interest therein, as an additional insured), and shall be with companies having a rating of not less than AAA in "Best's insurance Guide" or another comparable rating or publication if Best's Insurance Guide is no longer published or produced. For any insurance policies procured by Tenant, Tenant shall cause the insurance companies to furnish Landlord with certificates of coverage, and shall provide that such insurance company approved policy shall not be canceled or subject to reduction or modification of coverage except after thirty (30) days' prior written notice to Landlord by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's insurer. All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be written as primary policies, not contributing with and not in such amounts excess of the coverage which Landlord may carry and shall contain such terms and provisions as a cross-liability endorsement stating that the rights of named insureds shall not be approved prejudiced by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permitone insured making a claim or commencing an action against another named insured. For any insurance policies procured by Tenant, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement costTenant shall, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit at least thirty (30) days prior to the Lender receipts expiration of such policies, furnish Landlord with renewals or binders for renewals thereof. Tenant agrees that if Tenant does not procure and maintain the insurance required to be procured and maintained by Tenant pursuant to SECTION 13.1 above Landlord may (but shall not be required to) procure said insurance on Tenant's behalf and charge Tenant the premiums charged therefor together with the sum equal to all costs and expenses incurred by Landlord in connection therewith (including, without limitation, costs allocated to the use of Landlord's employees in connection therewith, including without limitation, costs of wages for such payment, and if the Borrower fails to comply employees) together with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest thereon at the Default Interest Rate Rate, payable upon demand and all upon Tenant's failure to pay such insurance premiums and handling charge, Landlord shall have (in addition to any other statutory powers right or remedy of Landlord) the same rights and remedies as in the case of failure by Tenant to pay Rent hereunder. Tenant shall have the right to provide the insurance for policies required pursuant to SECTION 13.1 above pursuant to blanket policies obtained by Tenant, provided such blanket policies expressly afford coverage to the said sum may be exercised Premises and to Landlord as required by the Lender;this Lease.

Insurance Policies. The Borrower shall take out and maintain or cause to be taken out and maintained all risks policies of insurance in the joint names of the Borrower and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies required hereunder shall be in such amounts companies duly licensed to transact business in the state where the Premises are located, and shall contain such terms and provisions as shall be approved by maintaining during the Lender and shall and thereafter upon issuance policy term a “General Policyholders Rating” of the Temporary Occupation Permitat least A-, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may beVIII, or such other amount rating as may be determined reasonably required by a Lender having a lien on the Lender Premises, as set forth in the joint names most current issue of “Best’s Insurance Guide.” For the Borrower as insurance required to be carried by Tenant hereunder, Tenant shall not do or permit to be done anything which shall invalidate the owner and the Lender as mortgagee, such insurance policies referred to in this Paragraph 15. Tenant shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall cause to be delivered to Landlord certified copies of policies of such insurance or certificates evidencing the existence and retained amounts of such insurance with the insureds and loss payable clauses as required by this Lease. Such policies shall provide that the Lenderinsurer shall provide Landlord with thirty (30) days prior written notice of cancellation or material modification, PROVIDED that if Tenant’s insurer will not take such action or will take such action only for a fee that Tenant deems unreasonable, Tenant may at its option elect to provide such information itself at Tenant’s cost and risk. Tenant shall, at least thirty (30) days prior to the expiration of such policies, furnish Landlord with evidence of renewals or “insurance binders” evidencing renewal thereof, or Landlord may order such insurance and charge the cost thereof to Tenant, which amount shall be payable by Tenant to Landlord upon demand. If Tenant shall fail to procure and maintain the insurance required to be carried by Tenant under this Pxxxxxxxx 00, Xxxxxxxx may, but shall not be required to, procure and maintain the same. If, in the reasonable opinion of Landlord’s insurance advisor, the amount or scope of such coverage is deemed inadequate at any time during the Term (or any Extension Period), Landlord (or Tenant, in the case of insurance carried or which is required to be carried by Tenant) shall increase such coverage to such commercially reasonable amounts or scope as Landlord’s advisor deems adequate; provided, that in no circumstance shall the Borrower shall punctually pay all premia payable in respect amount of scope of such coverage be increased more frequently than every two (2) years. The loss, if any, under the said policies of insurance required hereunder to be maintained by Tenant shall be adjusted by mutual agreement between Landlord and submit to Tenant. It is the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost intention of the Borrower parties that the proceeds under the policies of insurance covering the Landlord’s Work, Standard Tenant Improvements, Tenant’s Work and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate Alterations and all other statutory powers portions of the Premises (including without limitation the Building Systems, but specifically excluding the Tenant’s personal property) shall be adjusted in such a manner to assure that the Landlord’s Work and Building Systems can be assured of reconstruction; provided, however, the parties acknowledge that reconstruction of all portions of the Premises should be undertaken in a cost effective and efficient manner and therefore reconstruction (and payment of insurance for the said sum proceeds) of Landlord’s Work and Building Systems may be exercised undertaken concurrently with reconstruction of the Standard Tenant Improvements, Tenant’s Work and Alterations. In the event either party has elected to terminate the Lease as provided in Paragraph 16 below, the insurance proceeds (excluding those attributable to the Tenant’s personal property) shall be made available to Landlord, or if required by Lender, to Lender. Notwithstanding the Lender;foregoing, nothing under this Lease shall be deemed to give Landlord any rights to insurance proceeds payable with respect to Tenant’s Property.

Insurance Policies. The Borrower (a) Sellers’ Representative shall take out purchase the supplemental “extended reporting period” provided for in Endorsement 7 of the Premises Pollution Insurance Policy (the “Supplemental ERP”) for an additional thirty-six (36) months with an effective date of September EAST\134549672.25 63 29, 2017; provided, that fifty percent (50%) of the cost (including underwriting fee, premium, premium taxes, and any broker expenses) related to the purchase of the Supplemental ERP shall be treated as Cash and Cash Equivalents for purposes of calculating the Purchase Price. Sellers’ Representative shall on or prior to Closing deliver to Buyer (i) an e-mail from the relevant underwriter or insurer confirming that the Sellers’ Representative has purchased the Supplemental ERP and (ii) evidence that the premium for the Supplemental ERP has been paid. Unless the Sellers’ Representative causes the “first named insured” in the Premises Pollution Insurance Policy to be changed from Holdings Seller to that of the Company, then from and after the date hereof until the expiration of the extended reporting period contemplated by the Supplemental ERP, Sellers’ Representative shall use its commercially reasonable efforts to maintain coverage under the Premises Pollution Insurance Policy and shall promptly notify Buyer of any communication relating to the Premises Pollution Insurance Policy, the coverage thereunder, or cause any of the properties insured thereunder, provided that the Sellers shall be under no obligation to purchase any additional coverage or extension period or otherwise renew the Premises Pollution Insurance Policy once it expires or terminates. From and after the Closing, Buyer shall control any actions to be taken out and maintained all risks policies of insurance in the joint names of the Borrower and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies Premises Pollution Insurance Policy, in its sole discretion. Sellers’ Representative shall reasonably cooperate with and upon reasonable request, take direction from Buyer (at Buyer’s sole cost and expense) with respect to any claims or any other matters noticed thereunder. For the avoidance of insurance and submit to the Lender receipts for such paymentdoubt, and if the Borrower fails Sellers’ Representative causes the “first named insured” in the Premises Pollution Insurance Policy to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part be changed to do so) have such insurance effected at the cost that of the Borrower and all moneys paid by Company as above, Holdings Seller shall continue to be an “additional insured” under such Premises Pollution Insurance Policy (including the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;Supplemental ERP).

Insurance Policies. The Borrower All insurance required hereunder shall take out be effective under a valid and maintain enforceable policy or policies issued by an insurer of recognized responsibility approved by Mortgagee. All policies of insurance required in Section 1.04 shall be written or endorsed in accordance with the provisions of the Loan Agreement. These policies shall provide that all proceeds of such insurance (except as provided in the following sentence) shall be payable to Mortgagee pursuant to a standard mortgagee clause to be attached to each such policy, but subject to the provisions of Section 1.04 above. So long as no uncured Event of Default then shall exist, the proceeds of insurance covering the interruption of Mortgagor’s business, and the revenues from operation of the business conducted from the Mortgaged Property damaged by an insured casualty, may be paid directly to Mortgagor. Mortgagor shall deposit with Mortgagee copies of policies evidencing all such insurance, if so requested by Mortgagee, or a certificate or certificates of the respective insurers stating that such insurance is in force and effect. Mortgagor shall keep all policies of insurance constantly assigned, pledged and delivered to the Mortgagee. Mortgagor shall pay or cause to be taken out and maintained paid all risks policies of insurance in the joint names of the Borrower and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered premiums due with respect to property and projects of a similar kind and such policies the same and, if so requested by Mortgagee, shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance furnish to Mortgagee satisfactory proof of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or timely making of such other amount as may be determined by the Lender payments in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply accordance with the provisions of the Loan Agreement. Each policy of insurance herein required shall contain a provision that the insurer shall not cancel, refuse to renew or materially modify it without giving written notice to Mortgagee at least thirty (30) days (or, in the case of cancellation due to non-payment, such shorter period as mandated by state law, but in no event less than ten (10) days) before the cancellation, non-renewal or modification becomes effective. At least ten (10) Business Days before the expiration date of each expiring policy promptly, Mortgagor shall furnish Mortgagee with evidence satisfactory to Mortgagee that the policy has been renewed or replaced by another policy conforming to the provisions of this subSection or that there is no necessity therefor under the terms hereof. In lieu of separate policies, Mortgagor may maintain blanket policies having the coverage required herein, in which event it shall deposit with Mortgagee a certificate or certificates of the respective insurance as to the amount of coverage. Notwithstanding Mortgagee’s rights under Sections 1.04 and 1.05, Mortgagee will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. If an insured casualty occurs where (i) the loss is in an aggregate amount less than the 20% of the outstanding principal balance of the Term Loan; (ii) in the reasonable judgment of Mortgagee the Mortgaged Property can be restored within one year, and prior to one year before the Maturity Date and prior to the expiration of the rental or business interruption insurance with respect thereto, to the Mortgaged Property’s pre-clause existing condition and utility as existed immediately prior to such insured casualty and to an economic unit not less valuable and not less useful than the Lender may at its discretion same was immediately prior to the insured casualty; and (but without iii) no Default or Event of Default shall have occurred and be then continuing, then the insurance proceeds (after reimbursement to Mortgagee of any obligations on its part expenses incurred by Mortgagee in collecting such proceeds), shall be applied to do so) have such insurance effected at reimburse Mortgagor for the cost of restoring, repairing, replacing or rebuilding the Borrower Mortgaged Property (the “Restoration”), in the manner set forth herein. Mortgagor shall commence and diligently prosecute such Restoration. Notwithstanding the foregoing, in no event shall Mortgagee be obligated to apply the proceeds to reimburse Mortgagor for the cost of Restoration unless, in addition to satisfaction of the foregoing conditions, Mortgagor shall pay (and if required by Mortgagee, Mortgagor shall deposit with Mortgagee in advance) all moneys paid costs of such Restoration in excess of the net amount of the proceeds made available pursuant to the terms hereof. Except as provided in the immediately preceding paragraph, after deducting the costs incurred by Mortgagee in collecting the proceeds of any insurance, Mortgagee may, in its sole discretion, (i) apply such proceeds as a credit against any portion of the Secured Obligations selected by Mortgagee in its sole discretion; (ii) apply the proceeds to restore the Improvements, provided that Mortgagee will not be obligated to see to the proper application of the proceeds and provided, further, that any amounts released for restoration will not be deemed a payment on the Secured Obligations; or (iii) deliver the proceeds to Mortgagor. If Mortgagor is entitled to insurance proceeds held by Mortgagee, such proceeds shall be disbursed upon Mortgagee being furnished with (i) evidence satisfactory to Mortgagee of the estimated cost of completion of the Restoration, (ii) evidence reasonably satisfactory to Mortgagee of the availability of all funds in addition to the proceeds that in Mortgagee’s judgment are required to complete the proposed Restoration (which availability may be evidenced by the Lender in respect deposit of such insurances additional funds with Mortgagee, a letter of credit in the amount of such additional required funds, or other evidence reasonably satisfactory to Mortgagee as agreed with Mortgagor at the time of such event); and (iii) if appropriate in connection with the nature of the casualty, plans and specifications or other reasonably detailed description of Mortgagor’s plans to accomplish such Restoration (the “Plans”), such Plans to be approved by Mortgagee for casualties where the loss is in an aggregate amount of $2,000,000.00 or more, prior to disbursement of any proceeds, which approval shall on demand not unreasonably be repaid withheld or delayed. In the event that the Restoration is for a loss in an aggregate amount less than $2,000,000, Mortgagor may proceed with such Restoration without prior approval of Plans therefor so long as Mortgagor shall certify to Mortgagee prior to disbursement of any proceeds that such Restoration complies with the other requirements of this Section 1.05 concerning Restoration, and if requested by Mortgagee provides to Mortgagee the Plans for such Restoration. Mortgagee shall review Plans for a Restoration as promptly as commercially practicable after receipt of such Plans from Mortgagor. At all times, the insurance proceeds (or, after application of a portion of such proceeds, the undisbursed balance of such proceeds remaining in the hands of Mortgagee), together with funds to be made available by Mortgagor for that purpose to the Lender satisfaction of Mortgagee, shall be at least sufficient in the reasonable judgment of Mortgagee to pay for the account cost of completion of the Lender Restoration, free and until repayment clear of all Liens or claims for Lien. Provided no Event of Default then exists, any surplus that remains out of the Proceeds held by Mortgagee after payment of such costs of Restoration shall be added paid to Mortgagor. Any surplus that remains out of the Award received by Mortgagee after payment of such costs of Restoration shall, in the discretion of Mortgagee, be retained by Mortgagee and applied to payment of the Debt or returned to Mortgagor. Notwithstanding anything set forth in this Section 1.05 to the principal moneys hereby secured contrary, the conditions set forth in this Section 1.05 relate solely to the application of proceeds of insurance covering an insured casualty, and bear interest at shall not prevent, and Mortgagor may, proceed with Restoration immediately after any casualty without prior consent or approval by Mortgagee, subject to compliance with the Default Interest Rate requirements for restoration and all other statutory powers maintenance of the insurance for Mortgaged Property set forth in Section 1.07 (“Care of the said sum may be exercised by Property”) of this Mortgage and Section 6.06 (“Maintenance of Properties; Collateral”) of the Lender;Loan Agreement.

Insurance Policies. The Borrower All insurance policies required under this Section 13 shall take out name Lessor and the holder of a first mortgage or deed of trust on the Premises as additional insureds. All insurance policies required under this Section 13 (to the extent applicable) shall be delineated as primary in coverage to any other available insurance coverage and shall name Lessor as an additional insured (as well as Lessor's holding company and/or lenders as Lessor may designate from time to time in writing). Any company underwriting any of the insurance required to be procured by Lessee under this Lease shall have, according to A.M Best Insurance Guide, a Best's rating of not less than A-VII and a Financial Size Category of not less than IX and shall be licensed in the state in which the Premises are located. Prior to the Commencement Date, Lessee shall deliver to Lessor copies of policies of such insurance acquired by Lessee, or certificates evidencing the existence and amounts of such insurance with loss payable clauses satisfactory to Lessor. No such policy shall be cancelable or subject to reduction of coverage or other modification except after thirty (30) days prior written notice to Lessor. Lessee shall, not less than thirty (30) days prior to the expiration of such policies, furnish Lessor with renewals or “binders” thereof, and if not so provided after five (5) days’ written notice to Lessee, Lessor may order such insurance and charge the cost thereof to Lessee, which amount shall be payable by Lessee upon demand. Lessee shall not do or permit to be done anything which shall invalidate the insurance policies referred to above. Lessee shall forthwith, upon Lessor's demand, reimburse Lessor for any additional premiums attributable to any act or omission or operation of Lessee causing such increase in the cost of insurance. If the Lessee shall fail to procure and maintain or cause to be taken out and maintained all risks policies of any insurance in the joint names of the Borrower and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permitrequired hereunder, the Lender Lessor may, but shall arrange for either a mortgagee interest or fire insurance as may not be decided by required to, procure and maintain the Lender to cover same, but at the loan amount or replacement cost, as expense of Lessee. If Lessor is the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such paymentinsuring party, and if the Borrower fails insurance policies maintained hereunder cover other improvements in addition to comply with the provisions Premises, Lessor shall deliver to Lessee a written statement setting forth the amount of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at cost increase and showing in reasonable detail the cost of the Borrower and all moneys paid by the Lender manner in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;which it has been computed.

Insurance Policies. The Borrower shall take out Notwithstanding anything to the contrary in the Disclosure Statement, the Plan, the Plan Supplement, the Definitive Documents, the Exit Facility Documents, the Restructuring Documents, the Restructuring Support Agreement, the Schedule of Rejected Executory Contracts and maintain Unexpired Leases, the Confirmation Order, any Cure Notice, any bar date notice or cause claim objection, any other document related to any of the foregoing or any other order of the Bankruptcy Court (including, without limitation, any other provision that purports to be taken preemptory or supervening, grants an injunction, discharge or release, confers Bankruptcy Court jurisdiction, or requires a party to opt out of any releases): (a) each of the Insurance Policies are treated as Executory Contracts under the Plan; (b) on the Effective Date, the Reorganized Debtors shall be deemed to have assumed all Insurance Policies in their entirety pursuant to sections 105 and maintained 365 of the Bankruptcy Code; (c) nothing waives, releases, discharges or impairs in any respect any Insurance Policy and all risks policies debts, obligations, and liabilities of insurance the Debtors (and, after the Effective Date, of the Reorganized Debtors) thereunder, whether arising before or after the Effective Date; (d) nothing alters, modifies, amends, affects, impairs or prejudices (1) the terms and conditions of (or the coverage provided by) any Insurance Policies or (2) the duty, if any, that the Insurers pay claims covered by such Insurance Policies and the right to seek payment or reimbursement from the Debtors (or after the Effective Date, the Reorganized Debtors) or draw on any collateral or security therefor; (e) the Claims of the Insurers arising (whether before or after the Effective Date) under the Insurance Policies (1) shall be paid in full in the joint names ordinary course of business by the Debtors (or, after the Effective Date, the Reorganized Debtors) regardless of whether such amounts are or shall become liquidated, due or paid before or after the Petition Date or the Effective Date, and (2) shall not be discharged or released by the Plan or the Confirmation Order or any other order of the Borrower Bankruptcy Court; (f) for the avoidance of doubt, Insurers shall not need to nor be required to file or serve any objection to a proposed cure amount or a request, application, Claim, Cure Claim, Proof of Claim, or motion for payment or allowance of any Administrative Claim and shall not be subject to any claims bar date, Cure Notice, Cure/Assumption Objection Deadline or similar deadline governing cure amounts, Cure Claims or Claims; and (g) the automatic stay of section 362(a) of the Bankruptcy Code and the Lender injunctions set forth in Article VIII of the Plan, if and to the extent applicable, shall be deemed lifted without further order of this Bankruptcy Court, solely to permit: (1) claimants with such insurance company approved valid workers’ compensation claims or direct action claims against an Insurer under applicable nonbankruptcy law to proceed with their claims; (2) the Insurers to administer, handle, defend, settle, and/or pay, in the ordinary course of business and without further order of this Bankruptcy Court, (A) workers’ compensation claims, (B) claims where a claimant asserts a direct claim against any Insurer under applicable non-bankruptcy law, or an order has been entered by this Bankruptcy Court granting a claimant relief from the Lenderautomatic stay to proceed with its claim, fully insuring and (C) all costs in relation to each of the Property foregoing; (3) the Insurers to collect from any or all of the collateral or security provided by or on behalf of the Debtors (or the Reorganized Debtors, as applicable) at any time and to hold the proceeds thereof as security for the obligations of the Debtors (and the Project and all other properties and assets Reorganized Debtors, as applicable) and/or apply such proceeds to the obligations of the Borrower comprised Debtors (and the Reorganized Debtors, as applicable) under the applicable Insurance Policies, in such order as the Mortgage applicable Insurer may determine; and (4) the Insurers to cancel any Insurance Policies, and take other actions relating to the Insurance Policies (including effectuating a setoff), to the extent permissible under applicable nonbankruptcy law, and in accordance with the terms of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;Policies.

Insurance Policies. The Borrower shall take out and maintain or cause All insurance policies herein to be taken out procured by either party shall (i) be issued by good and maintained all risks policies of solvent insurance companies licensed to do business in the joint names Commonwealth of Virginia having a Best’s Rating of AX or better, (ii) be written as primary policy coverage and not contributing with or in excess of any coverage which the Borrower other party hereto may carry, and the Lender with such insurance company approved by the Lender, fully insuring the Property (iii) insure and the Project and name respectively Tenant or Landlord as an additional insured as their respective interests may appear; all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation a provision that although respectively Tenant or Landlord and standard mortgagee clauses naming Landlord’s First Mortgage Lender are named as loss payee additional insureds, Tenant, Landlord and such First Mortgage Lender shall nevertheless be entitled to recover under said policies for any loss, injury or damage to it or its servants, agents and employees by reason of the Lender and act or negligence of Landlord or Tenant as applicable. Neither the policies issuance of any insurance policy required hereunder, nor the minimum limits specified herein with respect to Landlord’s or Tenant’s insurance coverage, shall be delivered deemed to and retained by the Lender; the Borrower shall punctually pay all premia payable limit or restrict in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions any way Landlord’s or Tenant’s liability arising under or out of this sub-clause the Lender may at its discretion (but without any obligations on its part Lease. With respect to do so) have such insurance effected at the cost of the Borrower each and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers every one of the insurance for policies herein required to be procured by Landlord or Tenant, Landlord or Tenant shall deliver to the said sum other party true copies of each such policy or modifications in force at the commencement of the lease and thereafter upon the other party’s demand therefor. Any insurance required to be carried hereunder may be exercised carried under a blanket policy covering the Demised Premises and other locations of the party. Each and every insurance policy required to be carried hereunder by or on behalf of a party shall provide (and any certificate evidencing the Lender;existence of each such insurance policy shall certify) that, unless the other party shall first have been given thirty (30) days prior written notice thereof: (i) such insurance policy shall not be cancelled and shall continue in full force and effect, (ii) the insurance carrier shall not fail to renew such insurance policy, and (iii) no material changes may be made in such insurance policy. The term “insurance policy” as used herein shall be deemed to include any extensions or renewals of such insurance policy. In the event that Tenant shall fail promptly to furnish any insurance coverage hereunder required to be procured by Tenant, and such failure continues despite Landlord’s informal notice to Tenant, Landlord, at its sole option, shall have the right to obtain the same and pay the premium therefor for a period not exceeding one (1) year in each instance, and the premium so paid by Landlord together with an administrative fee of fifteen percent (15%), shall be immediately payable by Tenant to Landlord as additional rent, provided that if Tenant provides evidence of such coverage to Landlord, Landlord shall cancel such coverage obtained by Landlord and credit Tenant the amount of premium, if any, refunded to Landlord, less an administrative charge of fifteen percent (15%) of such refund.

Insurance Policies. The Borrower Tenant shall take out and maintain or cause deliver to be taken out and maintained all risks policies Landlord a certificate of insurance evidencing the insurance policies required under Section 9.1 within fifteen (15) days prior to the Commencement Date of this Lease, and Landlord shall have the right to approve the terms and conditions of said policies. Tenant shall use commercially reasonable efforts to obtain in all insurance policies required of Tenant hereunder an endorsement which provides that the joint names insurer shall endeavor to provide Landlord with thirty (30) days prior written notice of the Borrower and the Lender with such any cancellation, reduction of coverage or other adverse modification to Tenant’s insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies but it shall not be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions default of this sub-clause the Lender may at its discretion (but without any obligations on its part Lease by Tenant if Tenant is unable to do so) have such insurance effected at the cost but in all instances, Tenant shall also be required to provide Landlord with prompt written notice of any of the Borrower and all moneys paid by foregoing occurrences upon Tenant’s receipt of notice of the Lender in respect same from Tenant’s insurer. Tenant shall, at least thirty (30) days prior to the expiration of such insurances shall on demand be repaid policies, furnish Landlord with renewals thereof. If Tenant provides certificates of insurance to evidence the Lender for the account of the Lender and until repayment insurance required under this Lease, all such certificates shall be added in form and substance reasonably satisfactory to Landlord, shall affirmatively demonstrate all coverage and requirements set forth in this Lease, shall contain no disclaimers of coverage, and shall include a firm and unconditional obligation to give to Landlord at least thirty (30) days’ prior written notice prior to cancellation or change in any coverage. Tenant's insurance policies shall be issued by insurance companies authorized to do business in the principal moneys hereby secured state in which the Project is located, and bear interest said companies shall maintain during the policy term a "General Policyholders’ Rating" of at least "A" and a financial rating of at least "Class X" (or such other rating as may be required by any lender having a lien on the Default Interest Rate Project), as set forth in the most recent edition of "Best Insurance Reports." All insurance obtained by Tenant shall be primary to and not contributory with any similar insurance carried by Landlord, whose insurance shall be considered excess insurance only. Landlord, and at Landlord's option, the holder of any mortgage or deed of trust encumbering the Project and any person or entity managing the Project on behalf of Landlord, shall be named as an additional insured on all other statutory powers insurance policies Tenant is obligated to obtain by Section 9.1 above. Tenant's insurance policies shall not include deductibles in excess of Twenty-Five Thousand Dollars ($25,000). If any of the insurance coverage which Tenant is obligated to carry pursuant to this Lease is under a blanket insurance policy, then such blanket insurance policy shall expressly afford coverage for the said sum may be exercised by Premises and Landlord as required hereunder. Any umbrella liability policy or excess liability policy shall provide that, if the Lender;underlying aggregate is exhausted, the excess coverage will drop down as primary insurance.

Insurance Policies. The Borrower (a) All Insurance Policies shall take out be issued by companies licensed or authorized to issue insurance in the State in which the Land is located and maintain or cause shall name Mortgagee as an additional insured. All Insurance Policies shall provide that the coverage shall not be modified without (30) days' advance written notice to be taken out and maintained all risks Mortgagee. Mortgagor may obtain any insurance required by Section 7 hereof through blanket policies, provided, however, that such blanket policies shall separately set forth the amount of insurance in force with respect to the joint names Premises (which shall not be reduced by reason of events occurring on property other than the Borrower Premises) and shall afford all the protections to Mortgagee as are required under Section 7 hereof and this Section 8. Mortgagor will deliver insurance certificates executed by the insurer or its authorized agent evidencing all Insurance Policies to Mortgagee and, in case of Insurance Policies about to expire, Mortgagor will deliver insurance certificates evidencing all Insurance Policies prior to the date of expiration executed by the insurer or its authorized agent evidencing that the insurance required hereunder is being maintained under such policy. Mortgagor shall furnish Mortgagee receipts for the payment of premiums on such insurance policies as and when due or other evidence of such payment reasonably satisfactory to Mortgagee. The Insurance Policy described in Section 7(a) above shall name Mortgagee, as agent for the Holders, as an additional named insured and the Lender with such insurance company approved by Insurance Policy described in Section 7(a) above shall provide that all proceeds be payable to Mortgagee, as agent for the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised Holders. The Insurance Policy referred to in the Mortgage of the Property and of an insurable nature Section 7(a) above shall also contain: (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance periodi) againsta standard "non-contributory mortgagee" endorsement or its equivalent relating, inter alia, to recovery by Mortgagee notwithstanding the negligent or willful acts or omission of Mortgagee; (ii) to the extent available at commercially reasonable rates, a waiver of subrogation endorsement as to Mortgagee; and (iii) an endorsement providing for a deductible per loss or damage of an amount not more than that which is customarily maintained by fire covering prudent owners of similar properties in the full value general vicinity of the construction cost Premises, but in no event in excess of $10,000. All Insurance Policies shall contain (i) a provision that such Insurance Policies shall not be cancelled or terminated, without at least thirty (30) days' prior written notice to Mortgagee in each instance; and piling(ii) if premiums are paid in installments, workmen's compensation include effective waivers by the insurer of all claims for Insurance Premiums (defined below) against any loss payees, additional insureds and public liability and all named insureds (other risks commonly covered than Mortgagor). Certificates of insurance with respect to property all renewal and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies Insurance Policies shall be delivered to and retained by Mortgagee not less than twenty (20) days prior to the Lender; the Borrower shall punctually pay all premia payable in respect expiration date of any of the said policies Policies required to be maintained hereunder, which certificates shall bear notations evidencing payment of applicable premiums (the "Insurance Premiums"). Originals or certificates of such replacement Insurance Policies shall be delivered to Mortgagee promptly after Mortgagor's receipt thereof but in any case within thirty (45) days after the effective date thereof. If Mortgagor fails to maintain and deliver to Mortgagee the certificates of insurance and submit required by this Mortgage, upon ten (10) days' prior notice to the Lender receipts for such paymentMortgagor, and if the Borrower fails to comply with the provisions of this sub-clause the Lender Mortgagee may at its discretion (but without any obligations on its part to do so) have procure such insurance effected at the Mortgagor's sole cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;expense.

Insurance Policies. The Borrower shall take out and cause Mortgage Borrower to (a) maintain or cause to be taken out and maintained at all risks policies of insurance in times during the joint names term of the Borrower and Loan the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised Policies (as defined in the Mortgage Loan Agreement) required under the Mortgage Loan Agreement and (b) otherwise satisfy all covenants related thereto as provided in the Mortgage Loan Agreement. Subject to applicable law and the prior rights of Mortgage Lender under the Mortgage Loan, Borrower shall cause Lender to (i) be named as an additional named insured under such of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance Policies as may be decided designated by Lender, (ii) receive such protections and benefits afforded Mortgage Lender under the Lender applicable terms and conditions of the Mortgage Loan Agreement relating to cover the loan amount or replacement cost, as the case may be, or such other amount Policies as may be determined designated by Lender and (iii) be entitled to such notice and consent rights afforded Mortgage Lender under the applicable terms and conditions of the Mortgage Loan Agreement relating to the Policies as may be designated by Lender. Borrower shall not permit the Policies to be canceled without at least thirty (30) days’ prior notice to Lender and any other party named therein as an additional insured. Borrower shall provide Lender with evidence of all such insurance required hereunder and with the other related notices required under the Mortgage Loan Documents, in each case, on or before the date on which Mortgage Borrower is required to provide the same to Mortgage Lender. If at any time Administrative Agent is not in receipt of written evidence that the Policies are in full force and effect, Administrative Agent shall have the right without notice to Borrower, to take such action as Administrative Agent deems necessary to protect its interest in the Property, including, without limitation, the obtaining of such insurance coverage as Lender in its sole discretion deems appropriate, and all expenses incurred by Lender in connection with such action or in obtaining such insurance and keeping it in effect shall be paid by Borrower to Lender promptly following written demand and, until paid, shall be secured by the Lender in the joint names of the Borrower as the owner Pledge Agreement and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;Rate.

Insurance Policies. The Borrower shall take out Set forth in SCHEDULE 4.11(a) is a complete and maintain or cause to be taken out accurate list and maintained description of all risks policies of insurance in the joint names of the Borrower and the Lender with such insurance company approved by the Lenderfire, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policyliability, Public Liability Insurance product liability, workers compensation, health and other usual risks covering the period forms of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered insurance presently in effect with respect to property the business and projects properties of a similar kind Seller, true and correct copies of which have heretofore been delivered to Buyer. SCHEDULE 4.11(a) includes, without limitation, the carrier, the description of coverage, the limits of coverage, retention or deductible amounts, amount of annual premiums, date of expiration and the date through which premiums have been paid with respect to each such policy, and any pending claims. All such policies shall be are valid, outstanding and enforceable policies and provide insurance coverage for the properties, assets and operations of Seller, of the kinds, in such the amounts and shall contain against the risks customarily maintained by organizations similarly situated; and no such terms policy (nor any previous policy) provides for or is subject to any currently enforceable retroactive rate or premium adjustment, loss sharing arrangement or other actual or contingent liability arising wholly or partially out of events arising prior to the date hereof. No notice of cancellation or termination has been received with respect to any such policy, and provisions Seller has no Knowledge of any act or omission of Seller that could result in cancellation of any such policy prior to its scheduled expiration date. Seller has not been refused any insurance with respect to any aspect of the operations of the business nor has its coverage been limited by any insurance carrier to which it has applied for insurance or with which it has carried insurance during the last three years. Seller has duly and timely made all claims it has been entitled to make under each policy of insurance. There is no claim by Seller pending under any such policies as shall be approved to which coverage has been questioned, denied or disputed by the Lender underwriters of such policies, and shall and thereafter upon issuance Seller does not know of any basis for denial of any claim under any such policy. Seller has not received any written notice from or on behalf of any insurance carrier issuing any such policy that insurance rates therefor will hereafter be substantially increased (except to the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire extent that insurance as rates may be decided increased for all similarly situated risks) or that there will hereafter be a cancellation or an increase in a deductible (or an increase in premiums in order to maintain an existing deductible) or nonrenewal of any such policy. Such policies are sufficient in all material respects for compliance by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names Seller with all requirements of the Borrower as the owner law and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions requirements of this sub-clause the Lender may at its discretion (but without any obligations on its part all material contracts to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;which Seller is a party.

Insurance Policies. The Borrower shall take out procure and maintain or cause to be taken out insurance policies and maintained all risks policies of meet the other insurance in requirements as set forth on Exhibit D attached hereto. Borrower shall insure the joint names of Collateral for the Borrower and the Lender with such insurance company approved by the Lender, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an full insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, value thereof against loss or damage by fire covering fire, theft, explosion, sprinklers, collision (in the full value case of the construction cost motor vehicles) and piling, workmen's compensation and public liability and all such other risks commonly covered as are customarily insured against by Persons engaged in businesses similar to that of Borrower, with respect to property and projects of a similar kind and such policies shall be companies, in such amounts and shall contain amounts, with such terms and provisions deductibles, as shall be approved by reasonably satisfactory to the Lender and shall and thereafter upon issuance of the Temporary Occupation PermitLenders, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or with such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies shall be delivered to and retained by the Lender; the Borrower shall punctually pay all premia payable in respect of the said policies of insurance naming the Lenders as an additional insured. In addition, Borrower shall assist the Lenders in obtaining a Standard Flood Hazard Determination required by the Flood Disaster Protection Act of 1973, 42 U.S.C. §4001 et seq. If all or any part of the Leased Space lies within any flood hazard area, Borrower shall maintain flood insurance in an amount customarily maintained by Persons engaged in similar businesses as Borrower. Insurance bills, inclusive of invoices for insurance premiums for the Leased Space and submit Improvements shall be paid before the due date thereof. All insurance policies required by this Loan Agreement shall provide that any losses shall be payable to the Lender receipts Lenders notwithstanding (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 occupation or use of the Project for such paymentpurposes more hazardous than permitted by the terms thereof, and if (C) any foreclosure or other action or proceeding taken by the Lenders pursuant to any provision of the Loan Documents, or (D) any change in title to or ownership of the Leased Space or Improvements. The Borrower fails to comply shall provide the Lenders with evidence of insurance evidencing compliance with the provisions of this sub-clause the Lender may at its discretion (but without any obligations on its part to do so) have such insurance effected at the cost of the Borrower foregoing as and all moneys paid when requested by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for the said sum may be exercised by the Lender;Lenders.

Insurance Policies. The Borrower shall take out and maintain or cause All insurance policies herein to be taken out procured by either party shall (i) be issued by good and maintained all risks policies of solvent insurance companies licensed to do business in the joint names Commonwealth of Virginia having a Best’s Rating of AX or better; (ii) be written as primary policy coverage and not contributing with or in excess of any coverage which the Borrower other party hereto may carry; and the Lender with such insurance company approved by the Lender, fully insuring the Property (iii) insure and the Project and name respectively Tenant or Landlord as an additional insured as their respective interests may appear; all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts and shall contain such terms and provisions as shall be approved by the Lender and shall and thereafter upon issuance of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest or fire insurance as may be decided by the Lender to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation a provision that although respectively Tenant or Landlord and standard mortgagee clauses naming Landlord’s First Mortgage Lender are named as loss payee additional insureds, Tenant, Landlord and such First Mortgage Lender shall nevertheless be entitled to recover under the other party’s policies for any loss, injury or damage to it or its servants, agents and employees by reason of the act or negligence of Landlord or Tenant or Lender and as applicable. Neither the policies issuance of any insurance policy required hereunder, nor the minimum limits specified herein with respect to Landlord’s or Tenant’s insurance coverage, shall be delivered deemed to and retained by the Lender; the Borrower shall punctually pay all premia payable limit or restrict in respect of the said policies of insurance and submit to the Lender receipts for such payment, and if the Borrower fails to comply with the provisions any way Landlord’s or Tenant’s liability arising under or out of this sub-clause the Lender may at its discretion (but without any obligations on its part Lease. With respect to do so) have such insurance effected at the cost of the Borrower each and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers every one of the insurance for policies herein required to be procured by Landlord or Tenant, Landlord or Tenant shall deliver to Landlord true copies of each such policy or modifications in force at the said sum commencement of the lease and thereafter upon the other party’s demand therefor. Any insurance required to be carried hereunder may be exercised carried under a blanket policy covering the Premises and other locations of the party. Each and every insurance policy required to be carried hereunder by or on behalf of a party shall provide (and any certificate evidencing the Lender;existence of each such insurance policy shall certify) that, unless the other party shall first have been given thirty (30) days prior written notice thereof: (i) such insurance policy shall not be cancelled and shall continue in full force and effect, (ii) the insurance carrier shall not fail to renew such insurance policy, and (iii) no material changes may be made in such insurance policy. The term “insurance policy” as used herein shall be deemed to include any extensions or renewals of such insurance policy. In the event that Tenant shall fail promptly to furnish any insurance coverage hereunder required to be procured by Tenant, and such failure continues despite Landlord’s informal notice to Tenant, Landlord, at its sole option, shall have the right to obtain the same and pay the premium therefor for a period not exceeding one (1) year in each instance, and the premium so paid by Landlord and a fifteen percent (15%) administrative charge shall be immediately payable by Tenant to Landlord as additional rent, provided that if Tenant provides evidence of such coverage to Landlord, Landlord shall cancel such coverage obtained by Landlord and credit Tenant the amount of premium, if any, refunded to Landlord, less an administrative charge of fifteen percent (15%) of such refund.

Insurance Policies. The Borrower shall take out and maintain or cause Each policy of insurance required to be taken out maintained by Tenant hereunder shall name Landlord, and maintained all risks policies of insurance any other parties in the joint names of the Borrower and the Lender with such insurance company approved interest designated by the LenderLandlord, fully insuring the Property and the Project and all other properties and assets of the Borrower comprised in the Mortgage of the Property and of an insurable nature (including Contractor's All Risks Insurance Policy, Public Liability Insurance and other usual risks covering the period of construction of the Project and before the issuance of the Temporary Occupation Permit including maintenance period) against, inter alia, loss or damage by fire covering the full value of the construction cost and piling, workmen's compensation and public liability and all other risks commonly covered with respect to property and projects of a similar kind and such policies shall be in such amounts as additional insureds and shall contain a clause that the insurer will not cancel or change such terms insurance without first giving Landlord thirty (30) days' prior written notice. Such insurance may be furnished by Tenant under any blanket policy carried by it or under a separate policy therefore; provided that such blanket policy shall contain an endorsement that names Landlord (and provisions any other parties in interest designated by Landlord) as an additional insured, references the Premises and guarantees that a minimum limit equal to the insurance amounts required in this Lease will be available specifically for the Premises. All insurance shall be approved by with a good and solvent insurance company authorized to do business in the Lender State in which the Business Park is located, having a minimum rating of A and shall and thereafter upon issuance X in Best's Insurance Guide. A copy of the Temporary Occupation Permit, the Lender shall arrange for either a mortgagee interest paid-up policy or fire insurance as may be decided by the Lender other evidence reasonably satisfactory to cover the loan amount or replacement cost, as the case may be, or such other amount as may be determined by the Lender in the joint names of the Borrower as the owner and the Lender as mortgagee, such policies shall contain non-cancellation and standard mortgagee clauses naming as loss payee the Lender and the policies Landlord shall be delivered to Landlord prior to the Term Commencement Date and retained by not less than thirty (30) days prior to each renewal or extension of such policy of insurance. In the Lender; the Borrower event that Tenant shall punctually pay all premia payable deliver a certificate of insurance in respect lieu of a copy of the paid-off insurance policy at any time during the Term of this Lease, a copy of such insurance policy shall be provided to Landlord as soon thereafter as practicable. No policy of insurance under this Section shall provide for a deductible in excess of Ten Thousand Dollars ($10,000), provided that Tenant shall remain obligated for the insurance deductible. All public liability, property damage or casualty policies and the coverage evidenced thereby shall be primary with respect to any policies carried by Landlord and any coverage carried by Landlord shall pay only amounts in excess of the limits in said policies of insurance and submit Tenant. In addition to the Lender receipts for such paymentforegoing, and if in the Borrower event Tenant fails to comply with the provisions of this sub-clause the Lender may at its discretion (but without provide or keep in force any obligations on its part to do so) have such insurance effected at the cost of the Borrower and all moneys paid by the Lender in respect of such insurances shall on demand be repaid to the Lender for the account of the Lender and until repayment shall be added to the principal moneys hereby secured and bear interest at the Default Interest Rate and all other statutory powers of the insurance for required pursuant to this Section 11, then Landlord, in its discretion and without waiving any of its rights under this Lease, may provide such insurance, in which event the said sum may cost thereof shall be exercised payable by Tenant to Landlord as Additional Rent on the Lender;first day of the calendar month immediately following demand therefore from Landlord.