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within ten (10) days after demand therefore, and prior to start of any construction work. <br />All policies insuring against damage to the Improvements shall contain an agreed value <br />clause sufficient to eliminate any risk of co-insurance. No less than ten (10) days prior to <br />the expiration of each policy, Developer shall deliver to City evidence of renewal or <br />replacement of such policy reasonably satisfactory to City Attorney. <br />19.2 RESERVED. <br />19.3 Claims and Proceedings. Developer shall give City <br />immediate notice of any material casualty to any portion of the Property, whether or not <br />covered by insurance, and of the initiation or threatened initiation of any proceeding for <br />the condemnation or other taking for public or quasi -public use of any portion of the <br />Property (collectively, "Condemnation"), and shall provide City with copies of all <br />documents which pertain to any such casualty or Condemnation. Developer shall take all <br />action reasonably required by City in connection therewith to protect the interests of <br />Developer and/or City, and City shall be entitled (without regard to the adequacy of its <br />security) to participate in any action, claim, adjustment or proceeding and to be <br />represented therein by counsel of its choice. Developer shall not settle, adjust, or <br />compromise any claim, action, adjustment or proceeding without prior written approval, <br />which approval shall not be unreasonably withheld or delayed. <br />19.4 Delivery of Proceeds to City. In the event that, <br />notwithstanding the "lender's loss payable endorsement" requirement set forth above, if <br />the proceeds from any casualty insurance is in excess of $500,000, Developer shall, <br />subject to any superior rights of the Senior Lender, deliver such proceeds to the City <br />immediately upon receipt. <br />19.5 Application of Casualty Insurance Proceeds. Subject to the <br />rights of the Senior Lender, any proceeds collected (the "Proceeds") under any casualty <br />insurance policy described in this Agreement shall be disbursed to Developer as provided <br />below, but only upon fulfillment of each of the following conditions (the "Restoration <br />Conditions") within ninety (90) days (unless extended by mutual agreement of Developer <br />and City) following the occurrence of the damage for which the Proceeds are collected: <br />(a) Developer shall demonstrate to City's reasonable <br />satisfaction that the Proceeds (together with amounts deposited by Developer pursuant to <br />subparagraph (b)) will be adequate to repair the Improvements and to restore the fair <br />market value of the Property, within two years (or such longer time period reasonably <br />determined by City), to at least the value it had immediately prior to sustaining the <br />damage. Such demonstration shall include delivery to City of (i) plans and specifications <br />reasonably satisfactory to City, and (ii) a construction contract in form and content, and <br />with a contractor, reasonably satisfactory to City. <br />(b) To the extent that the Proceeds are insufficient to <br />accomplish the restoration required above, Developer shall deliver to City (the "Shortfall <br />Funds") in the amount of such shortfall, which funds shall be assigned to City as security <br />for Developer's obligation hereunder and held and disbursed in the same manner as the <br />Proceeds. <br />34 <br />