such
transfer from the Lien of the Security Instrument or, in the case of clause (b)
above, to subordinate the Lien of the Security Instrument to such easements,
restrictions, covenants, reservations and rights of way or other similar grants
upon receipt by Administrative Agent of:
(A)
FIFTEEN (15) DAYS' PRIOR WRITTEN NOTICE THEREOF;
(B)
A COPY OF THE INSTRUMENT OR INSTRUMENTS EFFECTING SUCH TRANSFER
OR OTHER GRANT;
(C)
A BORROWER'S CERTIFICATE STATING (A) WITH RESPECT TO ANY
TRANSFER, THE CONSIDERATION, IF ANY, BEING PAID FOR THE TRANSFER, AND (B) THAT
SUCH TRANSFER DOES NOT MATERIALLY IMPAIR THE UTILITY AND OPERATION OF THE
PROPERTY OR WOULD REASONABLY BE EXPECTED TO HAVE OR DOES HAVE A MATERIAL ADVERSE
EFFECT; AND
(D)
REIMBURSEMENT OF ALL OF ADMINISTRATIVE AGENT'S REASONABLE
OUT-OF-POCKET COSTS AND EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES AND
DISBURSEMENTS) INCURRED IN CONNECTION WITH SUCH TRANSFER OR GRANT.
ARTICLE VII - INSURANCE; CASUALTY; CONDEMNATION; RESTORATION
SECTION 7.1
INSURANCE.
(A)
BORROWER SHALL OBTAIN AND MAINTAIN, OR CAUSE TO BE OBTAINED
AND MAINTAINED, INSURANCE FOR BORROWER AND THE PROPERTY PROVIDING AT LEAST THE
FOLLOWING COVERAGES:
(I)
INSURANCE
WITH RESPECT TO THE IMPROVEMENTS AND THE PERSONAL PROPERTY INSURING AGAINST ANY
PERIL NOW OR HEREAFTER INCLUDED WITHIN THE CLASSIFICATION "ALL RISK", "SPECIAL
CAUSE OF LOSS" OR "SPECIAL PERILS" (WHICH SHALL NOT EXCLUDE FIRE, LIGHTNING,
WINDSTORM, HAIL, EXPLOSION, RIOT, RIOT ATTENDING A STRIKE, CIVIL COMMOTION,
AIRCRAFT, VEHICLES AND SMOKE), IN EACH CASE (A) IN AN AMOUNT EQUAL TO 100% OF
THE "FULL REPLACEMENT COST", WHICH FOR PURPOSES OF THIS AGREEMENT SHALL MEAN
ACTUAL REPLACEMENT VALUE EXCLUSIVE OF COSTS OF EXCAVATIONS, FOUNDATIONS,
UNDERGROUND UTILITIES AND FOOTINGS (NOTWITHSTANDING THE FOREGOING OR ANYTHING TO
THE CONTRARY CONTAINED HEREIN, INCLUSIVE OF LOSS OF RENTS AND/OR BUSINESS
INTERRUPTION INSURANCE REQUIRED PURSUANT TO SUBSECTION 7.1(A)(III) HEREIN), WITH
A WAIVER OF DEPRECIATION; (B) CONTAINING AN AGREED AMOUNT ENDORSEMENT WITH
RESPECT TO THE IMPROVEMENTS AND PERSONAL PROPERTY WAIVING ALL CO-INSURANCE
PROVISIONS; (C) PROVIDING FOR NO DEDUCTIBLE IN EXCESS OF $100,000, EXCLUDING
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WINDSTORM AND EARTHQUAKE INSURANCE WHICH MAY HAVE A DEDUCTIBLE OF
FIVE PERCENT (5%) OF THE "FULL REPLACEMENT COST" AND FLOOD WHICH MAY HAVE A
DEDUCTIBLE OF $500,000; (D) AT ALL TIMES INSURING AGAINST AT LEAST THOSE HAZARDS
THAT ARE COMMONLY INSURED AGAINST UNDER A "SPECIAL CAUSES OF LOSS" FORM OF
POLICY, AS THE SAME SHALL EXIST ON THE DATE HEREOF, AND TOGETHER WITH ANY
INCREASE IN THE SCOPE OF COVERAGE PROVIDED UNDER SUCH FORM AFTER THE DATE
HEREOF; AND (E) PROVIDING COVERAGE FOR CONTINGENT LIABILITY FROM OPERATION OF
BUILDING LAWS, DEMOLITION COSTS AND INCREASED COST OF CONSTRUCTION ENDORSEMENTS
TOGETHER WITH AN "ORDINANCE OR LAW COVERAGE" OR "ENFORCEMENT" ENDORSEMENT.
THE
FULL REPLACEMENT COST SHALL BE REDETERMINED FROM TIME TO TIME (BUT NOT MORE
FREQUENTLY THAN ONCE IN ANY TWENTY-FOUR (24) CALENDAR MONTHS) AT THE REQUEST OF
ADMINISTRATIVE AGENT BY AN APPRAISER OR CONTRACTOR DESIGNATED AND PAID BY
BORROWER AND APPROVED BY ADMINISTRATIVE AGENT, OR BY AN ENGINEER OR APPRAISER IN
THE REGULAR EMPLOY OF THE INSURER.
AFTER THE FIRST APPRAISAL, ADDITIONAL
APPRAISALS MAY BE BASED