7Insurance. Eight.8In connection with Seller’s performance of its duties and obligations under this Agreement, Producer shall maintain, from the CP Satisfaction date until the end of the term of this Agreement, insurance in accordance with Exhibit E. ARTICLE Nine: GOVERNMENTAL CHARGES Nine.1Cooperation. Each Party shall use reasonable efforts to implement the provisions of and to administer this Agreement in accordance with the intent of the Parties to minimize all taxes, so long as neither Party is materially adversely affected by such efforts. Nine.2Governmental Charges. Seller shall pay or cause to be paid all taxes imposed by any governmental authority (“Governmental Charges”) on or with respect to the Product or the transaction under this Agreement arising prior to and at the Delivery Point, including, but not limited to, ad valorem taxes and other taxes attributable to the Project, land, land rights or interests in land for the Project. Buyer shall pay or cause to be paid all Governmental Charges on or with respect to the Product or the transaction under this Agreement from the Delivery Point. In the event Seller is required by Law or regulation to remit or pay Governmental Charges which are Xxxxx’s responsibility hereunder, Xxxxx shall promptly reimburse Seller for such Governmental Charges. If Buyer is required by Law or regulation to remit or pay Governmental Charges which are Seller’s responsibility hereunder, Buyer may deduct such amounts from payments to Seller with respect to payments under the Agreement; if Buyer elects not to deduct such amounts from Seller’s payments, Seller shall promptly reimburse Buyer for such amounts upon request. Nothing shall obligate or cause a Party to pay or be liable to pay any Governmental Charges for which it is exempt under the Law.
7Insurance. Maintain with financially sound and reputable insurance companies that are not Affiliates of Helix insurance with respect to their properties and business against loss or damage of the kinds customarily insured against by Persons engaged in the same or similar business, of such types and in such amounts as are customarily carried under similar circumstances by such other Persons (including fire and usual marine risks (including hull and machinery and excess risks), war risks and protection and indemnity for each Vessel to the extent required by any contract) and providing for not less than 30 days’ prior notice (10 days in the case of non-payment) to the Agent of termination, lapse or cancellation of such insurance. Each Obligor shall provide Agent with certificates of insurance for its then current insurance coverage and cause Agent to be named as a lender loss payee thereunder for each business interruption policy that such Obligor maintains under this Section, if any. If any Obligor fails to provide and pay for any insurance required hereunder, Agent may, in its Permitted Discretion, procure the insurance and charge Obligors therefor. Obligors may settle, adjust or compromise any insurance claim relating to Collateral; provided, however that while an Event of Default exists, Agent, or Obligors with consent of Agent, may settle, adjust or compromise an insurance claim relating to Collateral. Any proceeds of insurance with respect to Collateral shall be paid to a Dominion Account.
7Insurance. ReShape will use commercially reasonable efforts prior to the Closing to ensure that the Purchased Assets are covered by valid insurance policies and such insurance policies are continuing for a period of at least 6 months after the Closing Date. Further, ReShape shall ensure that it provides all cooperation the Buyer may require in terms of documents relating to existing insurance policies, in the event the Buyer purchases new insurance policies for the Purchased Assets. The costs of any such insurance policies attributable to periods after the Closing will be Buyer’s responsibility.
7Insurance. The Manager may cause the Fund to purchase and maintain insurance on behalf of any Covered Person who is or was an agent of the Fund against any liability asserted against that Covered Person capacity as an agent.
7Insurance. In addition to the insurance required hereunder with respect to Collateral, maintain insurance with insurers (with a Best Rating of at least A7, unless otherwise approved by Agent) satisfactory to Agent, (a) with respect to the Properties and business of Obligors and Subsidiaries of such type (including product liability, workers' compensation, larceny, embezzlement, or other criminal misappropriation insurance), in such amounts, and with such coverages and deductibles as are customary for companies similarly situated; and (b) business interruption insurance in an amount not less than $25,000,000, with deductibles and subject to an Insurance Assignment satisfactory to Agent.
7Insurance. (a)Schedule 2.7 contains a list of all insurance policies maintained by the Company or the Subsidiaries, or on the Company’s or any Subsidiary’s behalf, excluding any insurance maintained by the Project Entities, as of the date hereof and for the previous three (3) years, including but not limited to: (i) all comprehensive general liability, terminal operator’s liability, or other primary liability insurance, (ii) all excess policies of insurance, (iii) all risk property insurance, (iv) all boiler and machinery insurance, (v) all directors and officers liability insurance, (vi) all errors and omissions insurance, (vii) all workers’ compensation insurance, (viii) all automobile insurance, (ix) all group health and all disability insurance, (x) all key man life insurance, (xi) all environmental risk insurance, (xii) all contractual liability insurance, and (xiii) all other policies of insurance of any type maintained by the Company, any Subsidiary or on the Company’s or any Subsidiary’s behalf.
7Insurance. 7.1 The Lessor must keep in force during the Term insurance coverage of the type usual to the risk exposure and at appropriate levels of indemnity which include but are not limited to:
7Insurance. During the MSA Term, Company shall, at its own expense, maintain and carry insurance in full force and effect with financially sound and reputable insurers, that includes, but is not limited to, commercial general liability with limits no less than an amount deemed reasonably satisfactory by Republic which policy will include contractual liability coverage insuring the activities of Company under this MSA. Upon Republic's request, Company shall provide Republic with a certificate of insurance from Company's insurer evidencing the insurance coverage specified in this MSA. The certificate of insurance shall name Republic as an additional insured. Company shall provide Republic with sixty (60) days' advance written notice in the event of a cancellation or material change in Company's insurance policy.
7Insurance. In addition to the insurance required hereunder with respect to Collateral, maintain insurance with insurers (with a Best rating of at least A+, unless otherwise approved by Agent in its discretion) satisfactory to Agent, (a) with respect to the Properties and business of Borrowers and Subsidiaries of such type (including product liability, workers’ compensation, larceny, embezzlement, or other criminal misappropriation insurance), in such amounts, and with such coverages and deductibles as are customary for companies similarly situated; and (b) business interruption insurance in an amount not less than $10,000,000, with deductibles and subject to an endorsement or assignment satisfactory to Agent. Notwithstanding anything in this Section 10.1.7 to the contrary, Super O and Guard Yourself may provide the categories of insurance set forth on Schedule 10.1.7.
7Insurance. Seller shall cause to be maintained through the Closing the insurance with respect to the Company referred to in Section 2.19 (or other policies providing substantially similar coverage). Following the Closing, Seller shall, and shall cause his Affiliates, (a) not to seek to change any rights or obligations of the Company under such insurance, (b) to cooperate with the Company (at the Company’s expense) in making claims under such insurance and (c) promptly to pay over to the Company any amounts that Seller or any Affiliate may receive under such insurance solely in respect of losses experienced by the Company in the post-Closing period.
