MAY BE, BY JOINT CHECK;
PROVIDED, HOWEVER, THAT BORROWER HEREBY GRANTS TO LENDER AN IRREVOCABLE POWER OF
ATTORNEY TO ENDORSE THE JOINT CHECK ON BORROWER'S BEHALF.
(E)
ALL POLICIES SHALL CONTAIN CLAUSES OR
ENDORSEMENTS TO THE EFFECT THAT:
(I)
NO ACT OR NEGLIGENCE OF BORROWER,
MORTGAGE BORROWER OR MEZZANINE B BORROWER, OR ANYONE ACTING FOR BORROWER,
MORTGAGE BORROWER OR MEZZANINE B BORROWER, OR ANY TENANT OR OTHER OCCUPANT, OR
FAILURE TO COMPLY WITH THE PROVISIONS OF ANY POLICY, WHICH MIGHT OTHERWISE
RESULT IN A FORFEITURE OF THE INSURANCE OR ANY PART THEREOF, EXCEPT FOR THE
WILLFUL MISCONDUCT OF LENDER, MORTGAGE LENDER OR MEZZANINE B LENDER, IN
VIOLATION OF THE CONDITIONS OF SUCH POLICY, SHALL IN ANY WAY AFFECT THE VALIDITY
OR ENFORCEABILITY OF THE INSURANCE INSOFAR AS LENDER, MORTGAGE LENDER OR
MEZZANINE B LENDER IS CONCERNED;
(II)
THE POLICY SHALL NOT BE CANCELLED WITHOUT
AT LEAST 15 DAYS' WRITTEN NOTICE (OR TEN DAYS' WRITTEN NOTICE, IN THE CASE OF
NON-PAYMENT OF PREMIUM) TO LENDER, MORTGAGE LENDER AND MEZZANINE B LENDER AND
ANY OTHER PARTY NAMED THEREIN AS AN ADDITIONAL INSURED;
(III)
INTENTIONALLY OMITTED; AND
120
(IV)
NEITHER LENDER, MORTGAGE LENDER OR MEZZANINE B
LENDER SHALL BE LIABLE FOR ANY INSURANCE PREMIUMS THEREON OR SUBJECT TO ANY
ASSESSMENTS THEREUNDER.
(F)
BORROWER SHALL GIVE WRITTEN NOTICE TO
LENDER IF THE POLICY HAS NOT BEEN RENEWED 10 DAYS PRIOR TO THE EXPIRATION. 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, BUT SUBJECT TO THE TERMS OF THE MORTGAGE LOAN
DOCUMENTS, TO TAKE SUCH ACTION AS LENDER DEEMS NECESSARY TO PROTECT ITS INTEREST
IN THE PROPERTIES, INCLUDING, WITHOUT LIMITATION, THE OBTAINING OF SUCH
INSURANCE COVERAGE AS LENDER IN ITS SOLE DISCRETION DEEMS APPROPRIATE AFTER
THREE (3) BUSINESS DAYS' NOTICE TO BORROWER IF PRIOR TO THE DATE UPON WHICH ANY
SUCH COVERAGE WILL LAPSE OR AT ANY TIME LENDER DEEMS NECESSARY (REGARDLESS OF
PRIOR NOTICE TO BORROWER) TO AVOID THE LAPSE OF ANY SUCH COVERAGE. ALL 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 COLLATERAL AND SHALL BEAR INTEREST AT THE
DEFAULT RATE. LENDER SHALL USE COMMERCIALLY REASONABLE EFFORTS TO GIVE BORROWER
SIMULTANEOUS NOTICE OF ANY ACTION TAKEN BY LENDER PURSUANT TO THIS SECTION
6.1(F); PROVIDED, HOWEVER, THAT IF LENDER FAILS TO DELIVER SUCH NOTICE, ITS
RIGHTS AND REMEDIES UNDER THIS AGREEMENT AND THE PLEDGE AGREEMENT SHALL NOT BE
IMPAIRED.
(G)
NOTWITHSTANDING ANYTHING TO THE CONTRARY SET
FORTH IN SECTION 6.1, THE POLICIES REQUIRED PURSUANT TO SECTIONS 6.1(A)(III),
(V), (VII), AND (IX) MAY BE ISSUED BY A CAPTIVE INSURANCE COMPANY, PROVIDED
THAT, BORROWER SHALL HAVE THE ABILITY TO PROCURE A PORTION OF THE INSURANCE
COVERAGE REQUIRED HEREUNDER (INCLUDING THE SO CALLED CATASTROPHE PERILS) THROUGH
A "CAPTIVE" INSURANCE ARRANGEMENT WITH A PROVIDER THAT