IS AFFILIATED WITH TSP,
PROVIDED THAT (I) LENDER AND ANY RELEVANT INVESTORS WITH RESPECT TO THE LOAN ARE
REASONABLY SATISFIED WITH THE FORMATION/STRUCTURE OF THE CAPTIVE PROVIDER AND
THE COVERAGE PROVIDED, AND (II) LENDER HAS RECEIVED A RATING AGENCY CONFIRMATION
AND A WRITTEN CONFIRMATION FROM EACH OF THE INVESTORS OF ANY PORTION OF THE LOAN
THAT THE USE OF SUCH CAPTIVE INSURANCE ARRANGEMENT SHALL NOT RESULT IN ANY
ADVERSE RATINGS EFFECT UPON ANY APPLICABLE CERTIFICATES. LENDER SHALL COOPERATE
WITH AND PERMIT BORROWER TO PARTICIPATE IN THE PRESENTATION TO THE RATING
AGENCIES OR INVESTORS WITH RESPECT TO ANY SUCH CAPTIVE INSURANCE PROGRAM. EXCEPT
FOR THE AFOREMENTIONED CONDITION, SUCH "CAPTIVE" INSURANCE COMPANY SHALL NOT BE
SUBJECT TO ANY OF THE ABOVE RATING REQUIREMENTS OR CONDITIONS IN SECTION 6.1(B).
(H)
FOR PURPOSES OF THIS AGREEMENT, LENDER SHALL
HAVE THE SAME APPROVAL RIGHTS OVER THE INSURANCE REFERRED TO IN THE MORTGAGE
LOAN DOCUMENTS (INCLUDING, WITHOUT LIMITATION, THE INSURERS, DEDUCTIBLES AND
COVERAGES THEREUNDER, AS WELL AS THE RIGHT TO REQUIRE OTHER REASONABLE INSURANCE
PURSUANT TO THE MORTGAGE LOAN DOCUMENTS) AS ARE PROVIDED IN FAVOR OF THE
MORTGAGE LENDER IN THE MORTGAGE LOAN DOCUMENTS. ALL LIABILITY INSURANCE PROVIDED
FOR IN THE MORTGAGE LOAN DOCUMENTS SHALL PROVIDE INSURANCE WITH RESPECT TO THE
LIABILITIES OF MORTGAGE BORROWER AND BORROWER. THE INSURANCE POLICIES DELIVERED
PURSUANT TO THE MORTGAGE LOAN DOCUMENTS SHALL INCLUDE ENDORSEMENTS OF THE TYPE
DESCRIBED THEREOF, BUT PURSUANT TO WHICH LENDER SHALL HAVE THE SAME PROTECTIONS
AS THE MORTGAGE LENDER AS REFERRED TO THEREIN.
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(I)
IN THE EVENT THAT THE MORTGAGE LOAN HAS
BEEN PAID IN FULL, EXCEPT UPON THE OCCURRENCE AND CONTINUANCE OF AN EVENT OF
DEFAULT, BORROWER SHALL PERMIT MORTGAGE BORROWER TO SETTLE ANY INSURANCE OR
CONDEMNATION CLAIMS WITH RESPECT TO INSURANCE PROCEEDS OR AWARDS WHICH IN THE
AGGREGATE ARE LESS THAN OR EQUAL TO THE THRESHOLD AMOUNT. LENDER SHALL HAVE THE
RIGHT TO PARTICIPATE IN AND REASONABLY APPROVE ANY SETTLEMENT FOR INSURANCE OR
CONDEMNATION CLAIMS WITH RESPECT TO THE INSURANCE PROCEEDS OR AWARDS WHICH IN
THE AGGREGATE ARE EQUAL TO OR GREATER THAN THE THRESHOLD AMOUNT. IF AN EVENT OF
DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING BUT SUBJECT TO THE RIGHTS OF
MORTGAGE LENDER, BORROWER HEREBY IRREVOCABLY EMPOWERS LENDER, IN THE NAME OF
MORTGAGE BORROWER AS ITS TRUE AND LAWFUL ATTORNEY-IN-FACT, TO FILE AND PROSECUTE
SUCH CLAIM AND TO COLLECT AND TO MAKE RECEIPT FOR ANY SUCH PAYMENT.
Section 6.2
Casualty.
If an Individual Property shall be damaged or destroyed, in whole or in part, by
fire or other casualty (a "Casualty"), Borrower shall cause Mortgage Borrower to
give prompt notice of such damage to Lender and shall, promptly commence and
diligently prosecute the completion of the Restoration of such Individual
Property as nearly as possible to the condition such Individual Property was in
immediately prior to such Casualty, provided applicable zoning laws in effect at
the time permit such rebuilding, with such alterations as may be reasonably
approved by Lender (which approval shall not be unreasonably withheld,
conditioned or delayed)