NOT UNREASONABLY WITHHOLD, CONDITION OR DELAY
ITS APPROVAL OF ANY EXCLUSION TENANT PROPOSES FOR INCORPORATION INTO THE POLICY
OF PROPERTY INSURANCE; PROVIDED, HOWEVER, LANDLORD'S WITHHOLDING OF CONSENT TO
ANY EXCLUSION THAT VIOLATES THE TERMS OR PROVISIONS OF ANY DEED OF TRUST OR
MORTGAGE ENCUMBERING THE PREMISES SHALL BE DEEMED REASONABLE.
THE INSURANCE
REQUIRED OF TENANT UNDER THIS SECTION 10.3.2 MUST (I) BE ENDORSED TO NAME
LANDLORD AND ANY INTEREST HOLDER DESIGNATED BY LANDLORD AS LOSS PAYEES AS THEIR
INTERESTS APPEAR; (II) INCLUDE A SOFT COSTS ENDORSEMENT; (III) INCLUDE LAW AND
ORDINANCE COVERAGE, (IV) INCLUDE AN AGREED AMOUNT ENDORSEMENT WITH RESPECT TO
THE POLICY LIMITS ON REPLACEMENT COST COVERAGE PROVIDED THEREUNDER; (V) INCLUDE
A RENTAL LOSS ENDORSEMENT PROVIDING COVERAGE AGAINST INTERRUPTION IN THE PAYMENT
OF BASE RENT FOR A PERIOD OF AT LEAST ONE (1) YEAR; (VI) BE ISSUED BY AN
INSURANCE COMPANY WHICH IS REASONABLY ACCEPTABLE TO LANDLORD AND AUTHORIZED TO
DO BUSINESS IN THE STATE OF TEXAS; (VII) BE PRIMARY INSURANCE AS TO ALL RISKS,
ACTIONS, OMISSIONS OR OCCURRENCES
27
covered thereunder and provide that any insurance carried by Landlord is excess
and is non-contributing with any insurance requirement of Tenant; (viii) provide
(by the text of the main portion of the policy or by endorsement to the policy)
that the insurer shall provide to Landlord and to any Interest Holder, with
respect to which Landlord has furnished to Tenant a Notice address, notice of
cancellation or material change in coverage at least thirty (30) days in advance
of the effective date of that action; (ix) provide that, if Tenant terminates
this Lease in accordance with the terms of Section 11.1, the insurer shall pay
covered losses to the designated loss payees notwithstanding Landlord's election
not to restore the damaged portion of the Premises or Landlord's election to
replace the damaged portion of the Premises with materially different
improvements; (x) be written on an occurrence basis; (xi) contain coverage for
terrorism; and (xii) contain a commercially reasonable deductible.
10.3.3
SPECIAL FORM (FORMERLY KNOWN AS "ALL-RISK") PERSONAL PROPERTY
INSURANCE COVERING ALL OFFICE FURNITURE, TRADE FIXTURES, OFFICE EQUIPMENT, AND
ALL OTHER ITEMS OF TENANT'S PROPERTY IN THE PREMISES INSTALLED BY, FOR, OR AT
THE EXPENSE OF TENANT OR ANY TENANT-RELATED PARTIES.
THAT INSURANCE MUST BE
WRITTEN FOR THE FULL REPLACEMENT COST OF NEW PROPERTY, EQUIPMENT OR OTHER ITEMS
AND MUST NOT INCLUDE EXCLUSIONS FOR LOSSES OCCURRING BY REASON OF VANDALISM AND
MALICIOUS MISCHIEF, SPRINKLER LEAKAGE OR EARTHQUAKE DAMAGE.
THE INSURANCE
REQUIRED OF TENANT UNDER THIS SECTION 10.3.3 MUST (I) BE ISSUED BY AN INSURANCE
COMPANY WHICH IS REASONABLY ACCEPTABLE TO LANDLORD AND AUTHORIZED TO DO BUSINESS
IN THE STATE OF TEXAS; (II) BE PRIMARY INSURANCE 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; (III) PROVIDE THAT THE INSURER SHALL
ENDEAVOR TO PROVIDE (BUT IN ANY EVENT TENANT SHALL PROVIDE) TO LANDLORD AND TO
ANY INTEREST HOLDER, WITH RESPECT TO WHICH LANDLORD HAS FURNISHED TO