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of the maintenance, use or occu pancy there of (Lessee may satisfy any portion of this requirement with umbrella liability cove rage); (ii) Insurance cover ing any and all improvements, including Lesseo 's furniture, fixtures and equipment and any Altera tions permitted hereu nder, and all personal property, In an amount not less than their full replacement cost prov iding protec tion against any peri l included within the classification "Special Form" includ ing fire, vandalism and malic ious mischief; (i ii) Auto mobile lisbility insurance for all motor vehicles operated by or for Lessee, including owned, hired and non-owned vehicles, with minimum combined si ngle limit coverage for bodily injury and property dam age as reasonably requ ired by Lessor from time to time, but in no event less than One Million Dollars ($1 ,000,000.00) for each occu rrence, (iv) ful l rep lacement cost plate glass insurance and business interruption insurance in such amount as will reim burse Lessee for direct or indirect loss of earnings for up to 12 months attri butable to all such perils insured against herein or any other cau se, (v) Workers' Compensation, including employer's liability insurance, in compliance with all laws governing worker's compensation. If Lessee falls to main tain such insuranr.e, Lessee shall be deemed to have assumed the risk of all losses which would have been covered by such insurance and Lessor shall have no liability for any such losses. All of Lessee's policies of Insurance shall be Issued by insurance companies with general policyholder's rating of not less than A and a financial rating of not less than Class A VI as rated in the most current available "Best's" Insurance Reports and qualified to do business In the State of California. All policies shall name Lessor, its related or affil iated entities, parents, subsidiaries, partnerships ,joint ventures, limited liability compan ies, members, trusts and assigns of every tier (as identified by Lessor), and each of their respect ive directors, officers, partners, agents, employees, vo lunteers, members, managers, trustees, shareholders and any successors or assign s of the foregoing. as well as Lessor's management company and ifrequested by Lessor, Lessor's first mortgagee or beneficiary as addit ional insureds (to the exte nt Lessor gives written notice to Lessee of the names and addresses of such parties), Certificates for all policies shall be delivered to Lessor prior to del ivery of possession of the Premises to Lessee, and thereafter within thirty (30) days prior to the expi rat i on of the term of each such pol icy, Until Lessee has delivered to Lessor such certi ficates of insurance, Lessor sltall not be obligated to deliver keys to the Premises to Lessee, and Lessee shall not be entitled to take occupancy of the Prem ises notwithstand ing the fact the Torm of the Lease and Lessee's obligation to pay rent hereunder may have already commenced. All policies of insurance must contain a provision that Lessor will receive thirty (30) days• advanced written notice of any cancellation, lapse or reduction in the amounts ofinsurance. All public liabil ity, property damage and other casualty polic ies shall be written as primary policies, not contributing with or in excess of coverage which Lessor may carry. All of lessee 's insurance pol icies shall contai n the following provisions: severabi lity of interest, cross liabi lity, and contin gent liability and builder's risk, with respect to improve ments and alterations required or perm itted to be made by Lessee under this Lease. The limits of said Insurance shall not, however, limit the liability of Lessee hereunder. If Lessee fails to maintain or procure such Insurance, Lessor shall have the right, but not the obligation, to procure and main tain the same, at Lessee's sole cost and expense. Lessee and Lessor each hereby waive any and all rights of rec overy against the other, or against the officers, employees, agents and represe ntatives of the other, for loss ofor damage to such waiving party or its property or the property of others under its control to the e><tent that such loss or damage is Insured against under any insurance policy requ ired to be carried under this Lease, Each party shall, upon obtaining the pol icies of insurance required hereu nder, give notice to the insurance carrier or carriers that the foregoing mutual waiver of subrogation is contai ned in this Lease, and shal l obtain any special endorsem ents requ ired at the insuring party's cost, if any. The parties agree in the event of any damage to Lessee, the Premises, Lessee's property, ancVor any loss to Lessee's employees or inv itees each shall resort to insurance coverage prior to asserting any claim or demand against the other or its as sets. Nothing in this Section shall be deemed to con stitute a waiver by the
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<br />1292644 1.I
<br />EXHIBIT 1
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