DOLLARS ($1,000,000), ALSO CERTIFIED BY AN INDEPENDENT THIRD PARTY EXPERIENCED
IN CONSTRUCTION COSTING.
IF THERE ARE INSUFFICIENT PROCEEDS TO COVER THE COST
OF RESTORATION AS SO DETERMINED, FIBERMARK OFFICE SHALL BE
90
RESPONSIBLE FOR THE AMOUNT OF ANY SUCH INSUFFICIENCY PRIOR TO THE COMMENCEMENT
OF RESTORATION AND SHALL DEMONSTRATE EVIDENCE OF SUCH BEFORE THE RESERVE WILL BE
REDUCED.
COMPLETION OF RESTORATION SHALL BE EVIDENCED BY A FINAL, UNQUALIFIED
CERTIFICATION OF THE DESIGN ARCHITECT EMPLOYED, IF ANY, BUT ONLY IF THE COST OF
RESTORATION EXCEEDED ONE MILLION DOLLARS ($1,000,000); AN UNCONDITIONAL
CERTIFICATE OF OCCUPANCY, IF APPLICABLE; SUCH OTHER CERTIFICATION AS MAY BE
REQUIRED BY LAW; OR IF NONE OF THE ABOVE IS APPLICABLE, A WRITTEN GOOD FAITH
DETERMINATION OF COMPLETION BY THE CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL
OFFICER OF FIBERMARK OFFICE AS THE CASE MAY BE (HEREIN COLLECTIVELY THE
"COMPLETION").
UPON COMPLETION, ANY REMAINING RESERVES AS ESTABLISHED HEREUNDER
WILL BE AUTOMATICALLY RELEASED.
ALL POLICIES OF INSURANCE REQUIRED UNDER THE PROVISIONS OF THIS SECTION 9.07
SHALL CONTAIN (A) AN ENDORSEMENT BY THE INSURER THAT ANY LOSS SHALL BE PAYABLE
IN ACCORDANCE WITH THE TERMS OF SUCH POLICY NOTWITHSTANDING ANY ACT OR
NEGLIGENCE OF ANY OBLIGOR THAT MIGHT OTHERWISE GIVE RISE TO A DEFENSE BY THE
INSURER TO ITS PAYMENT OF SUCH LOSS, AND (B) A WAIVER BY THE INSURED OF ALL
RIGHTS OF SUBROGATION TO ANY RIGHTS OF THE ADDITIONAL INSUREDS AGAINST THE
APPLICABLE OBLIGOR, AND (C) A DISCLAIMER OF ALL RIGHTS OF SETOFF, COUNTERCLAIM
OR DEDUCTION AGAINST THE INSUREDS OTHER THAN THE APPLICABLE OBLIGOR.
THE
APPLICABLE OBLIGOR SHALL NOT TAKE OUT SEPARATE INSURANCE CONCURRENT IN FORM OR
CONTRIBUTING IN THE EVENT OF LOSS WITH THAT REQUIRED BY THIS FINANCING AGREEMENT
UNLESS THE SAME SHALL CONTAIN A STANDARD NON-CONTRIBUTORY LENDER'S LOSS PAYABLE
ENDORSEMENT IN SCOPE AND FORM APPROVED BY THE REQUIRED LENDERS PRIOR TO THE
CLOSING DATE WITH LOSS PAYABLE TO THE AGENT FOR THE BENEFIT OF THE LENDERS AS
ITS INTERESTS MAY APPEAR.
ALL RETENTIONS AND DEDUCTIBLES UNDER POLICIES WHERE
THE AGENT IS LOSS PAYEE SHALL BE THE SOLE RESPONSIBILITY OF THE APPLICABLE
OBLIGOR MAINTAINING SUCH POLICIES SUBJECT TO THE LENDERS' APPROVAL.
WITHOUT LIMITING ANY OF THE FOREGOING, EACH OF THE INSURANCE POLICIES REQUIRED
BY THIS SECTION 9.07 WHICH IS REQUIRED TO NAME THE AGENT IN ITS CAPACITY AS
AGENT FOR EACH OF THE LENDERS, AS AN ADDITIONAL INSURED THEREUNDER SHALL
PROVIDE:
(A)
THAT NO CANCELLATION, REDUCTION IN AMOUNT OR MATERIAL CHANGE IN COVERAGE
THEREOF SHALL BE EFFECTIVE UNTIL AT LEAST THIRTY (30) DAYS AFTER RECEIPT BY THE
AGENT OF WRITTEN NOTICE THEREOF;
(B)
THAT THE INTERESTS OF AGENT AND EACH OF THE LENDERS WILL BE INSURED
REGARDLESS OF ANY BREACH BY ANY OBLIGOR OR ANY OTHER PERSON OF ANY WARRANTIES,
DECLARATIONS OR CONDITIONS CONTAINED THEREIN;
91
(C)
THAT NEITHER AGENT NOR ANY OF THE LENDERS SHALL HAVE ANY OBLIGATION OR
LIABILITY FOR PREMIUMS, COMMISSIONS, ASSESSMENTS OR CALLS IN CONNECTION WITH
SUCH INSURANCE.
ON OR BEFORE THE CLOSING DATE AND PRIOR TO EACH POLICY EXPIRATION THEREAFTER,
EACH OBLIGOR