POLICIES OF INSURANCE PROVIDED FOR BY SECTION 16.2(A) HEREOF,
EXCEPT FOR THE POLICY REFERRED TO IN SECTION 16.2(A)(V) HEREOF, SHALL NAME
BORROWER AS THE INSURED AND LENDER AS THE ADDITIONAL INSURED, AS ITS INTERESTS
MAY APPEAR, AND IN THE CASE OF PROPERTY DAMAGE, BOILER AND MACHINERY, FLOOD AND
EARTHQUAKE INSURANCE, SHALL CONTAIN A SO-CALLED NEW YORK STANDARD
NON-CONTRIBUTING MORTGAGEE CLAUSE (OR ITS EQUIVALENT) IN FAVOR OF LENDER
PROVIDING THAT THE LOSS THEREUNDER SHALL BE PAYABLE TO LENDER.
(E)
ALL POLICIES OF INSURANCE PROVIDED FOR IN SECTION 16.2(A) HEREOF SHALL
CONTAIN CLAUSES OR ENDORSEMENTS TO THE EFFECT THAT:
(I)
NO ACT OR NEGLIGENCE OF BORROWER, OR ANYONE ACTING FOR BORROWER,
OR OF ANY TENANT OR OTHER OCCUPANT OF THE PROJECT, OR FAILURE TO COMPLY WITH THE
PROVISIONS OF ANY POLICY, WHICH MIGHT OTHERWISE RESULT IN A FORFEITURE OF THE
INSURANCE OR ANY PART THEREOF, SHALL IN ANY WAY AFFECT THE VALIDITY OR
ENFORCEABILITY OF THE INSURANCE INSOFAR AS LENDER IS CONCERNED;
(II)
THE POLICY SHALL NOT BE MATERIALLY CHANGED (OTHER THAN TO
INCREASE THE COVERAGE PROVIDED THEREBY) OR CANCELED WITHOUT AT LEAST THIRTY (30)
DAYS' PRIOR WRITTEN NOTICE TO LENDER AND ANY OTHER PARTY NAMED THEREIN AS AN
ADDITIONAL INSURED;
(III)
THE ISSUERS THEREOF SHALL GIVE WRITTEN NOTICE TO LENDER IF THE
POLICY HAS NOT BEEN RENEWED FIFTEEN (15) DAYS PRIOR TO ITS EXPIRATION; AND
(IV)
LENDER SHALL NOT BE LIABLE FOR ANY INSURANCE PREMIUMS THEREON OR
SUBJECT TO ANY ASSESSMENTS THEREUNDER.
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(F)
IF AT ANY TIME LENDER IS NOT IN RECEIPT OF WRITTEN EVIDENCE THAT ALL
INSURANCE REQUIRED HEREUNDER IS IN FULL FORCE AND EFFECT, LENDER SHALL HAVE THE
RIGHT, WITHOUT NOTICE TO BORROWER, TO TAKE SUCH ACTION AS LENDER DEEMS NECESSARY
TO PROTECT ITS INTEREST IN THE PROJECT, INCLUDING, WITHOUT LIMITATION, THE
OBTAINING OF SUCH INSURANCE COVERAGE AS LENDER IN ITS SOLE DISCRETION DEEMS
APPROPRIATE.
ALL INSURANCE PREMIUMS 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 UPON DEMAND AND, UNTIL PAID, SHALL BE SECURED BY THE MORTGAGE
AND SHALL BEAR INTEREST AT THE DEFAULT RATE.
(G)
THE BORROWER MAY OBTAIN THE INSURANCE REQUIRED HEREUNDER FROM ANY
INSURANCE COMPANY OF THE BORROWER'S CHOICE THAT IS ACCEPTABLE TO THE LENDER,
WHICH ACCEPTANCE SHALL NOT BE UNREASONABLY WITHHELD.
THE LENDER'S NONACCEPTANCE
OF AN INSURER SHALL NOT BE DEEMED UNREASONABLE IF IT IS BASED UPON REASONABLE
STANDARDS, UNIFORMLY APPLIED, RELATING TO THE EXTENT OF COVERAGE REQUIRED AND
THE FINANCIAL SOUNDNESS AND SERVICES OF THE INSURER.
SUCH STANDARDS SHALL NOT
DISCRIMINATE AGAINST ANY PARTICULAR INSURER NOR SHALL SUCH STANDARDS CALL FOR
REJECTION OF AN INSURANCE CONTRACT BECAUSE THE CONTRACT CONTAINS COVERAGE IN
ADDITION TO THAT REQUIRED UNDER THIS AGREEMENT.
SECTION 16.3
SPECIAL PURPOSE COVENANTS.
(A)
THE PURPOSE FOR WHICH BORROWER IS ORGANIZED IS AND SHALL BE LIMITED
SOLELY TO (I) OWNING, DEVELOPING, HOLDING, CONSTRUCTING, SELLING, LEASING,
TRANSFERRING, EXCHANGING, OPERATING AND MANAGING THE PROJECT, (II) ENTERING INTO
THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS AND (III)