ENDORSEMENTS TO THE EFFECT THAT:
(I)
NO ACT OR NEGLIGENCE OF BORROWER OR ANYONE ACTING FOR BORROWER,
INCLUDING PROPERTY GUARANTOR OR MEZZANINE ASSET OWNER 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 POLICIES SHALL NOT BE MATERIALLY CHANGED (OTHER THAN TO INCREASE
THE COVERAGE PROVIDED THEREBY) OR CANCELLED WITHOUT AT LEAST 30 DAYS' WRITTEN
NOTICE TO LENDER AND ANY OTHER PARTY NAMED THEREIN AS AN INSURED;
(III)
EACH POLICY SHALL PROVIDE THAT THE ISSUERS THEREOF SHALL GIVE WRITTEN
NOTICE TO LENDER IF THE POLICY HAS NOT BEEN RENEWED THIRTY (30) DAYS PRIOR TO
ITS EXPIRATION; AND
(IV)
LENDER SHALL NOT BE LIABLE FOR ANY INSURANCE PREMIUMS THEREON OR SUBJECT
TO ANY ASSESSMENTS THEREUNDER.
(D)
BORROWER SHALL FURNISH OR CAUSE TO BE FURNISHED TO LENDER, ON OR
BEFORE THIRTY (30) DAYS AFTER THE CLOSE OF EACH OF BORROWER'S FISCAL YEARS, A
STATEMENT CERTIFIED BY BORROWER OR A SUBSIDIARY OF BORROWER OR A DULY AUTHORIZED
OFFICER OF BORROWER OF THE AMOUNTS OF INSURANCE MAINTAINED IN COMPLIANCE
HEREWITH, OF THE RISKS COVERED BY SUCH INSURANCE AND OF THE INSURANCE COMPANY OR
COMPANIES WHICH CARRY SUCH INSURANCE AND, IF REQUESTED BY LENDER, VERIFICATION
OF THE ADEQUACY OF SUCH INSURANCE BY AN INDEPENDENT INSURANCE BROKER OR
APPRAISER ACCEPTABLE TO LENDER.
(E)
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 (SUBJECT TO THE RIGHTS OF THE MORTGAGE LENDER WITH RESPECT TO THE
MEZZANINE ASSETS), WITHOUT NOTICE TO BORROWER, PROPERTY GUARANTOR OR
MEZZANINE
ASSET OWNER TO OBTAIN SUCH INSURANCE AS REQUIRED PURSUANT TO THIS AGREEMENT, 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 UPON
DEMAND AND UNTIL PAID SHALL BE SECURED BY THE PLEDGE AGREEMENT AND SECURITY
INSTRUMENTS AND SHALL BEAR INTEREST AT THE DEFAULT RATE.
LENDER AGREES TO USE
COMMERCIALLY REASONABLE EFFORTS TO NOTIFY BORROWER, PROPERTY GUARANTOR OR
MEZZANINE ASSET OWNER, AS THE CASE MAY BE, IF IT IS EXERCISING ANY RIGHTS IT MAY
HAVE UNDER THIS SUBSECTION (E), PROVIDED, HOWEVER, ANY FAILURE TO DELIVER SUCH
NOTICE SHALL IN NO WAY AFFECT OR IMPAIR ANY RIGHTS LENDER MAY HAVE HEREUNDER.
(F)
IN THE EVENT OF A FORECLOSURE OF ANY OF THE SECURITY INSTRUMENTS,
OR OTHER TRANSFER OF TITLE TO ANY INSURED ASSET IN EXTINGUISHMENT IN WHOLE OR IN
PART OF THE DEBT ALL RIGHT, TITLE AND INTEREST OF BORROWER OR PROPERTY GUARANTOR
IN AND TO THE POLICIES THEN IN FORCE AND ALL PROCEEDS PAYABLE THEREUNDER SHALL
THEREUPON VEST IN THE PURCHASER AT SUCH FORECLOSURE OR LENDER OR OTHER
TRANSFEREE IN THE EVENT OF SUCH OTHER TRANSFER OF TITLE.
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(G)
BORROWER SHALL CAUSE EACH MEZZANINE ASSET OWNER AND ENCUMBERED
PROPERTY