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(c) All insurance required in Article V of this Agreement shall be taken out and <br />maintained in insurance companies selected by the Redeveloper that are authorized under the laws <br />of the State to assume the risks covered thereby. Upon request, the Redeveloper will deposit (no <br />more than annually) with the Authority evidence of all such insurance, or a certificate or certificates <br />or binders of the respective insurers stating that such insurance is in force and effect. Unless <br />otherwise provided in this Article V of this Agreement each policy shall contain a provision that the <br />insurer shall not cancel nor modify it in such a way as to reduce the coverage provided below the <br />amounts required herein without giving written notice to the Redeveloper and the Authority at least <br />30 days before the cancellation or modification becomes effective. In lieu of separate policies, the <br />Redeveloper may maintain a single policy, blanket or umbrella policies, or a combination thereof, <br />having the coverage required herein, in which event the Redeveloper shall deposit with the <br />Authority a certificate or certificates of the respective insurers as to the amount of coverage in force <br />upon the Minimum Improvements. <br />(d) The Redeveloper agrees to notify the Authority immediately in the case of damage <br />exceeding $1,000,000 in amount to, or destruction of, the Minimum Improvements or any portion <br />thereof resulting from fire or other casualty. In such event the Redeveloper, except as expressly <br />provided in this Article, will forthwith repair, reconstruct, and restore the Minimum Improvements <br />to substantially the same or an improved condition or value as it existed prior to the event causing <br />such damage and, to the extent necessary to accomplish such repair, reconstruction, and restoration, <br />the Redeveloper will apply the net proceeds of any insurance relating to such damage received by <br />the Redeveloper to the payment or reimbursement of the costs thereof. <br />The Redeveloper shall complete the repair, reconstruction and restoration of the Minimum <br />Improvements, regardless of whether the net proceeds of insurance received by the Redeveloper for <br />such purposes are sufficient to pay for the same. Any net proceeds remaining after completion of <br />such repairs, construction, and restoration shall be the property of the Redeveloper. <br />(e) In lieu of its obligation to reconstruct the Minimum Improvements as set forth in this <br />Section, the Redeveloper shall have the option of: (i) if Redeveloper has assigned the Note to a <br />third party, paying to the Authority an amount that, in the reasonable opinion of the Authority and <br />its fiscal consultant, is sufficient to pay or redeem the outstanding principal and accrued interest on <br />the Note, or (ii) so long as the Redeveloper is the owner of the Note, waiving its right to receive <br />subsequent payments under the Note. <br />(f) The Redeveloper and the Authority agree that all of the insurance provisions set <br />forth in this Article V shall terminate upon the Maturity Date. <br />Section 5.2. Subordination. Notwithstanding anything to the contrary herein, the rights of <br />the Authority with respect to the receipt and application of any insurance proceeds shall, in all <br />respects, be subordinate and subject to the rights of any Holder under a Mortgage allowed pursuant <br />to Article VII of this Agreement. <br />(The remainder of this page is intentionally blank.) <br />14 <br />623340v3SA730-2 <br />