CITY COUNCIL REGULAR MEETING AGENDA PACKET

16 4859-3312-3005v4 Indemnitees as additional insured in the full amount of all applicable policies, notwithstanding any lesser minimum limits specified in this Lease. This Lease requires Lessee (and Lessee’s contractors) to obtain and provide for the benefit of the Indemnitees, additional insured coverage in the same amount of insurance carried by Lessee (or Lessee’s contractors, as applicable), but in no event less than the minimum amounts specified in this Lease. In the event that Lessee (or Lessee’s contractors as applicable) obtain insurance policies that provide liability coverage in excess of the amounts specified in this Lease, the actual limits provided by such policies shall be deemed to be the amounts required under this Lease. Without limiting the foregoing, the limits of liability coverage specified in this Lease are not intended, nor shall they operate, to limit Lessor’s ability to recover amounts in excess of such minimum amounts. Section 6.3 Proceeds of Insurance. (a) For so long as the Senior Deed of Trust or any deed of trust securing a loan approved by Lessor that refinances the Senior Loan, is outstanding: all fire and standard risk or extended coverage (casualty) insurance proceeds shall be applied to the payment of the costs of repairing or rebuilding that part of the Leased Premises damaged or destroyed if (i) Lessee agrees in writing within ninety (90) days after payment of the proceeds of insurance that such repair or rebuilding is economically feasible, and (ii) the Senior Lender or the holder of the refinanced Senior Loan permits such repair or rebuilding, provided that the extent of the Lessee’s obligation to restore the Leased Premises shall be limited to the amount of the insurance proceeds. (b) If the Improvements are not repaired or rebuilt, all such proceeds shall be applied in a manner consistent with the terms of the Senior Deed of Trust or if the Senior Deed of Trust is not outstanding, shall be applied in a manner consistent with the City Deed of Trust. (c) In the event that none of the Senior Deed of Trust, any deed of trust securing a refinancing of the Senior Loan, nor the City Deed of Trust are outstanding, all insurance proceeds received under the policies set forth in this Article 6 shall be paid to Lessee, provided that Lessee agrees that it shall apply such proceeds for reconstruction or repair of the Improvements unless such repair or reconstruction is not economically feasible. (d) To the extent any of the above provisions are inconsistent with the provisions of the Senior Loan Documents, the Senior Loan Documents shall control. ARTICLE 7. MAINTENANCE, ALTERATIONS, REPAIRS AND REPLACEMENTS Section 7.1 Maintenance of Leased Premises; Landscaping. During the Term, at Lessee’s sole cost and expense, Lessee shall keep and maintain the Leased Premises, all Improvements, and all appurtenances thereto, in good and safe order, condition and repair. All such maintenance and repair shall conform to and comply with all Legal Requirements affecting the Leased Premises. Section 7.2 Landscaping Maintenance. Page 96 of 428