Common use of Further Assurances; Insurance Clause in Contracts

Further Assurances; Insurance. (a) Each of the Grantors will do or cause to be done all acts and things that may be required, or that the Security Trustee from time to time may reasonably request, to assure and confirm that the Security Trustee holds, for the benefit of the holders of Secured Obligations, duly created and enforceable and perfected Liens upon the Collateral, in each case, subject to and as contemplated by, and with the Lien priority required under, the Secured Debt Documents. (b) Promptly upon the reasonable request of the Security Trustee or any Secured Lien Representative at any time and from time to time, each of the Grantors will execute, acknowledge and deliver such Collateral Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required under applicable law, or that the Security Trustee may reasonably request, in each case to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case subject to and as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Obligations. (c) Without limiting the foregoing, substantially concurrently with the Borrower’s designation of any asset as Collateral, the Borrower will record and deliver copies to the Security Trustee for the benefit of the holders of Secured Obligations of such UCC financing statements or applications for registration, and continuation statements or applications for the renewal of registrations relating thereto, that reasonably describe the Collateral or take such other actions as, in each case under this clause (c), shall be necessary or (in the reasonable opinion of the Security Trustee) desirable to create, grant, establish, perfect and protect the Security Trustee’s security interest in such assets or property for the benefit of the current and future holders of the Secured Obligations. (d) The Borrower will maintain insurance in accordance with the terms and provisions of the Secured Debt Documents. (e) Each Grantor irrevocably makes, constitutes and appoints the Security Trustee (and all officers, employees or agents designated by the Security Trustee) as such Grantor’s true and lawful agent (and attorney-in-fact) for the purpose, during the continuance of an Event of Default, of making, settling and adjusting claims in respect of Collateral under policies of insurance, endorsing the name of such Grantor on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect thereto. In the event that any Grantor at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or part relating thereto, the Security Trustee may, without waiving or releasing any obligation or liability of the Grantors hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Security Trustee deems advisable. All sums disbursed by the Security Trustee in connection with this paragraph, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Grantors to the Security Trustee and shall be additional obligations secured hereby.

Further Assurances; Insurance. (a) Each of the Grantors will do or cause to be done all acts and things that may be required, or that the Security Trustee from time to time may reasonably request, to assure and confirm that the Security Trustee holds, for the benefit of the holders of Secured Obligations, duly created and enforceable and perfected Liens upon the Collateral, in each case, subject to and as contemplated by, and with the Lien priority required under, the Secured Debt Documents. (b) Promptly upon Upon the reasonable request of the Security Trustee or any Secured Lien Representative at any time and from time to time, each of the Grantors will execute, acknowledge and deliver such Collateral Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required under applicable law, or that the Security Trustee may reasonably request, in each case to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case subject to and as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Obligations. (c) Without limiting the foregoing, substantially concurrently with the a Borrower’s designation of any asset as Collateral, the such Borrower will record and deliver copies to the Security Trustee for the benefit of the holders of Secured Obligations of such UCC financing statements or applications for registration, and continuation statements or applications for the renewal of registrations relating thereto, that reasonably describe the Collateral or take such other actions as, in each case under this clause (c), shall be necessary or (in the reasonable opinion of the Security Trustee) desirable to create, grant, establish, perfect and protect the Security Trustee’s security interest in such assets or property for the benefit of the current and future holders of the Secured Obligations. (d) The Borrower Borrowers will maintain insurance in accordance with the terms and provisions of the Secured Debt Documents. (e) Each Grantor irrevocably makes, constitutes and appoints the Security Trustee (and all officers, employees or agents designated by the Security Trustee) as such Grantor’s true and lawful agent (and attorney-in-fact) for the purpose, during the continuance of an Event of Default, of making, settling and adjusting claims in respect of Collateral under policies of insurance, endorsing the name of such Grantor on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect thereto. In the event that any Grantor at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or part relating thereto, the Security Trustee may, without waiving or releasing any obligation or liability of the Grantors hereunder or any Event of Default, in its sole discretion, following written notice to the Borrowers, obtain and maintain such policies of 34 #4855-7953-3086 insurance and pay such premium and take any other actions with respect thereto as the Security Trustee deems advisable. All sums disbursed by the Security Trustee in connection with this paragraph, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Grantors to the Security Trustee and shall be additional obligations secured hereby.

Further Assurances; Insurance. (a) Each of the Grantors will do or cause to be done all acts and things that may be required, or that the Security Trustee from time to time may reasonably request, to assure and confirm that the Security Trustee holds, for the benefit of the holders of Secured Obligations, duly created and enforceable and perfected Liens upon the Collateral, in each case, subject to and as contemplated by, and with the Lien priority required under, the Secured Debt Documents. (b) Promptly upon Upon the reasonable request of the Security Trustee or any Secured Lien Representative at any time and from time to time, each of the Grantors will execute, acknowledge and deliver such Collateral Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required under applicable law, or that the Security Trustee may reasonably request, in each case to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case subject to and as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Obligations. (c) Without limiting the foregoing, substantially concurrently with the Borrower’s designation of any asset as Collateral, the Borrower will record and deliver copies to the Security Trustee for the benefit of the holders of Secured Obligations of such UCC financing statements or applications for registration, and continuation statements or applications for the renewal of registrations relating thereto, that reasonably describe the Collateral or take such other actions as, in each case under this clause (c), shall be necessary or (in the reasonable opinion of the Security Trustee) desirable to create, grant, establish, perfect and protect the Security Trustee’s security interest in such assets or property for the benefit of the current and future holders of the Secured Obligations. (d) The Borrower will maintain insurance in accordance with the terms and provisions of the Secured Debt Documents. (e) Each Grantor irrevocably makes, constitutes and appoints the Security Trustee (and all officers, employees or agents designated by the Security Trustee) as such Grantor’s true and lawful agent (and attorney-in-fact) for the purpose, during the continuance of an Event of Default, of making, settling and adjusting claims in respect of Collateral under policies of insurance, endorsing the name of such Grantor on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect thereto. In the event that any Grantor at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or part relating thereto, the Security Trustee may, without waiving or releasing any obligation or liability of the Grantors hereunder or any Event of Default, in its sole discretion, following written notice to the Borrower, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Security Trustee deems advisable. All sums disbursed by the Security Trustee in connection with this paragraph, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Grantors to the Security Trustee and shall be additional obligations secured hereby.

Further Assurances; Insurance. (a) Each of the Grantors will do or cause to be done all acts and things that may be required, or that the Security Collateral Trustee from time to time may reasonably request, to assure and confirm that the Security Collateral Trustee holds, for the benefit of the holders of Secured Debt Obligations, duly created and enforceable and perfected Liens upon the CollateralCollateral (including any property or assets that are acquired or otherwise become Collateral after the date of this Agreement), in each case, subject to and as contemplated by, and with the Lien priority required under, the Secured Debt Documents. (b) Promptly upon Upon the reasonable request of the Security Collateral Trustee or any Secured Lien Debt Representative at any time and from time to time, each of the Grantors will promptly execute, acknowledge and deliver such Collateral Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required under applicable lawrequired, or that the Security Collateral Trustee may reasonably request, in each case to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case subject to and as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Debt Obligations. (c) Without limiting the foregoing, substantially concurrently with the Borrower’s designation acquisition by any Grantor of any asset as that would constitute Collateral, the Borrower will each such Grantor will: (1) record and deliver copies to the Security Collateral Trustee for the benefit of the holders of Secured Debt Obligations of such UCC financing statements or applications for registration, and continuation statements or applications for the renewal of registrations relating thereto, that reasonably describe the Collateral or take such other actions as, in each case under this clause (c), as shall be necessary or (in the reasonable opinion of the Security Collateral Trustee) desirable to create, grant, establish, perfect and protect the Security Collateral Trustee’s 's security interest in such assets or property for the benefit of the current and future holders of the Secured Debt Obligations; and (2) promptly deliver to the Collateral Trustee and each Secured Debt Representative opinions of counsel, subject to customary assumptions and exclusions, if any, relating to the creation and perfection of security interests relating to the Collateral. (d) The Borrower Delta and the other Grantors will promptly deliver to the Collateral Trustee copies of any notices received from its insurers with respect to insurance programs required by the Terrorism Risk Insurance Act of 2002 (as extended by the Terrorism Risk Insurance Extension Act of 2005) and, if so requested by the Collateral Trustee, procure and maintain in force the insurance that is offered in accordance with such programs to the terms and provisions same extent maintained by companies of the Secured Debt Documentssame or similar size in the same or similar businesses. (e) Each Grantor irrevocably makesUpon the request of the Collateral Trustee, constitutes Delta and appoints the Security other Grantors will permit the Collateral Trustee or any of its agents or representatives (x), at reasonable times and all officersintervals (but in any event, employees or agents designated by the Security Trustee) so long as such Grantor’s true and lawful agent (and attorney-in-fact) for the purpose, during the continuance of an no Event of DefaultDefault (as defined in any Secured Debt Document) has occurred and is continuing, no more than one time per year) upon reasonable prior notice, to examine and make copies of makingand abstracts from the books and records relating to the Collateral (subject to requirements under any confidentiality agreements, settling if applicable), all at Delta's expense and adjusting claims in respect of (y) to discuss matters relating to the Collateral under policies of insurance, endorsing the name of such Grantor on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance with their respective representatives and for making all determinations and decisions with respect thereto. In the event advisors (provided that any Grantor at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or part relating thereto, the Security Trustee may, without waiving or releasing any obligation or liability of the Grantors hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Security Trustee deems advisable. All sums disbursed by the Security Trustee in connection with this paragraph, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, Delta shall be payable, upon demand, by given the Grantors right to the Security Trustee and shall be additional obligations secured herebyparticipate in such discussions with such representatives).

Further Assurances; Insurance. (a) Each The Issuer and each of the other Grantors will do or shall cause to be done all acts and things that may be required, or that the Security Controlling Representative or the Priority Lien Collateral Trustee from time to time may reasonably request, to assure and confirm that the Security Priority Lien Collateral Trustee holds, for the benefit of the holders of Notes Priority Secured ObligationsParties, duly created and enforceable and perfected Liens upon the CollateralCollateral (including any property or assets that are acquired or otherwise become, or are required by any Priority Lien Secured Debt Document to become, Collateral after the Notes are issued), in each case, subject as and to and as the extent contemplated by, and with the Lien priority required under, the Secured Debt Documents. (b) Promptly upon Collateral Trust Agreement, the reasonable request of the Security Trustee Intercreditor Agreements or any Secured other Priority Lien Representative at any time Debt Document. Subject to the Intercreditor Agreements and from time to timethe Collateral Trust Agreement, the Issuer and each of the other Grantors will shall promptly execute, acknowledge and deliver such Collateral Priority Lien Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required under applicable lawrequired, or that the Security Controlling Representative or the Priority Lien Collateral Trustee may reasonably request, in each case to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case subject to and as contemplated by the Secured Collateral Trust Agreement, the Intercreditor Agreements or any other Priority Lien Debt Documents Document for the benefit of the holders Notes Priority Secured Parties; it being understood that none of the Priority Lien Collateral Trustee, the Controlling Representative or any Notes Priority Collateral Secured Obligations.Debt Representative shall have a duty or obligation to so request. The Issuer and the Grantors shall: (a) keep their properties adequately insured at all times by financially sound and reputable insurers; (b) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the use of any properties owned, occupied or controlled by them; (c) Without limiting the foregoing, substantially concurrently with the Borrower’s designation of any asset as Collateral, the Borrower will record and deliver copies to the Security Trustee for the benefit of the holders of Secured Obligations of such UCC financing statements or applications for registration, and continuation statements or applications for the renewal of registrations relating thereto, that reasonably describe the Collateral or take maintain such other actions as, in each case under this clause (c), shall insurance as may be necessary or (in the reasonable opinion of the Security Trustee) desirable to create, grant, establish, perfect and protect the Security Trustee’s security interest in such assets or property for the benefit of the current and future holders of the Secured Obligations.required by law; and (d) The Borrower will maintain such other insurance in accordance with as may be required by the terms and provisions Priority Lien Security Documents. Upon the request of the Secured Debt Documents. (e) Each Grantor irrevocably makes, constitutes and appoints the Security Trustee (and all officers, employees or agents designated by the Security Priority Lien Collateral Trustee) as such Grantor’s true and lawful agent (and attorney-in-fact) for the purpose, during the continuance of an Event of Default, of making, settling and adjusting claims in respect of Collateral under policies of insurance, endorsing the name of such Grantor on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect thereto. In the event that any Grantor at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or part relating thereto, the Security Trustee mayIssuer, without waiving or releasing any obligation or liability of the Grantors hereunder or any Event of Default, in its sole discretion, obtain Parent Guarantor and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Security Trustee deems advisable. All sums disbursed by the Security Trustee in connection with this paragraph, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, Subsidiary Guarantors shall be payable, upon demand, by the Grantors furnish to the Security Priority Lien Collateral Trustee full information as to their property and shall be additional obligations secured herebyliability insurance carriers.

Further Assurances; Insurance. (a) Each of the Grantors will do or cause to be done all acts and things that may be required, or that the Security Collateral Trustee from time to time may reasonably request, to assure and confirm that the Security Collateral Trustee holds, for the benefit of the holders of Secured Debt Obligations, duly created and enforceable and perfected Liens upon the CollateralCollateral (including any property or assets that are acquired or otherwise become Collateral after the date of this Agreement), in each case, subject to and as contemplated by, and with the Lien priority required under, the Secured Debt Documents. (b) Promptly upon Upon the reasonable request of the Security Collateral Trustee or any Secured Lien Debt Representative at any time and from time to time, each of the Grantors will promptly execute, acknowledge and deliver such Collateral Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required under applicable lawrequired, or that the Security Collateral Trustee may reasonably request, in each case to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case subject to and as contemplated by the Secured Debt Documents for the benefit of the holders of Secured Debt Obligations. (c) Without limiting the foregoing, substantially concurrently with the Borrower’s designation acquisition by any Grantor of any asset that would constitute Collateral as Collateralto which perfection does not occur automatically and as to which perfection is required under the Secured Debt Documents, the Borrower each such Grantor will record execute and deliver copies to the Security Collateral Trustee for the benefit of the holders of Secured Debt Obligations of such UCC Uniform Commercial Code financing statements or applications for registration, and continuation statements or applications for the renewal of registrations relating thereto, that reasonably describe the Collateral or take such other actions asactions, in each case case, as required under this clause (c), shall be necessary or (in the reasonable opinion of the Security Trustee) desirable to create, grant, establish, perfect and protect the Security Trustee’s security interest in such assets or property for the benefit of the current and future holders of the Secured Obligations. (d) The Borrower will maintain insurance in accordance with the terms and provisions of the Secured Debt Documents. (ed) Each Grantor irrevocably makesUpon the request of the Collateral Trustee, constitutes GXS and appoints the Security other Grantors will permit the Collateral Trustee or any of its agents or representatives (x), at reasonable times and all officersintervals (but in any event, employees or agents designated by the Security Trustee) so long as such Grantor’s true and lawful agent (and attorney-in-fact) for the purpose, during the continuance of an no Event of DefaultDefault (as defined in any Secured Debt Document) has occurred and is continuing, no more than one time per year) upon reasonable prior notice, to examine and make copies of makingand abstracts from the books and records relating to the Collateral (subject to requirements under any confidentiality agreements, settling if applicable), all at GXS’s expense and adjusting claims in respect of (y) to discuss matters relating to the Collateral under policies of insurance, endorsing the name of such Grantor on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance with their respective representatives and for making all determinations and decisions with respect thereto. In the event advisors (provided that any Grantor at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or part relating thereto, the Security Trustee may, without waiving or releasing any obligation or liability of the Grantors hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Security Trustee deems advisable. All sums disbursed by the Security Trustee in connection with this paragraph, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, GXS shall be payable, upon demand, by given the Grantors right to the Security Trustee and shall be additional obligations secured herebyparticipate in such discussions with such representatives).

Further Assurances; Insurance. (a) Each Following satisfaction of the Grantors will Assumption Conditions, Xxxxxxx and each of the Guarantors shall do or cause to be done all acts and things that may be required, or that the Security Collateral Trustee from time to time may reasonably request, to assure and confirm that the Security Collateral Trustee holds, for the benefit of the holders of Secured Parity Lien Obligations, duly created and enforceable and perfected Parity Liens upon the CollateralCollateral (including any property or assets that are acquired or otherwise become Collateral after the Notes are issued), in each case, subject to and as contemplated by, and with the Lien priority required under, the Secured Debt Parity Lien Documents. Prior to satisfaction of the Assumption Conditions, GNET shall do or cause to be done all acts and things that may be required, or that the Escrow Agent from time to time may reasonably request, to assure and confirm that the Trustee holds, for the benefit of the holders of the Notes, duly created and enforceable and perfected Liens upon the Collateral (as such term is defined the Escrow Agreement), in each case, as contemplated by, and with the Lien priority required under, the Escrow Agreement. (b) Promptly upon Upon the reasonable request of the Security Collateral Trustee or any Secured Parity Lien Debt Representative at any time and from time to timetime following satisfaction of the Assumption Conditions, Xxxxxxx and each of the Grantors Guarantors will promptly execute, acknowledge and deliver such Collateral Parity Lien Security Documents, instruments, certificates, notices and other documents, and take such other actions as shall be reasonably required under applicable lawrequired, or that the Security Collateral Trustee may reasonably request, in each case to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case subject to and as contemplated by the Secured Debt Parity Lien Documents for the benefit of the holders of Secured Parity Lien Obligations. (c) Without limiting Following satisfaction of the foregoingAssumption Conditions, substantially concurrently Xxxxxxx and the Guarantors will: (1) keep their properties adequately insured at all times by financially sound and reputable insurers; (2) maintain such other insurance, to such extent and against such risks (and with such deductibles, retentions and exclusions), including fire and other risks insured against by extended coverage and coverage for acts of terrorism, as is customary with companies in the same or similar businesses operating in the same or similar locations, including public liability insurance against claims for personal injury or death or property damage occurring upon, in, about or in connection with the Borrower’s designation use of any asset properties owned, occupied or controlled by them; (3) maintain such other insurance as Collateral, the Borrower will record and deliver copies to the Security Trustee for the benefit of the holders of Secured Obligations of such UCC financing statements or applications for registration, and continuation statements or applications for the renewal of registrations relating thereto, that reasonably describe may be required by law; (4) maintain title insurance on all real property Collateral insuring the Collateral or take Trustee’s Parity Lien on that property, subject only to Permitted Prior Liens and other exceptions to title approved by the Collateral Trustee; provided that title insurance need only be maintained on any particular parcel of real property having a Fair Market Value of more than $1.0 million; and (5) maintain such other actions as, in each case under this clause (c), shall insurance as may be necessary or (in required by the reasonable opinion of the Parity Lien Security Trustee) desirable to create, grant, establish, perfect and protect the Security Trustee’s security interest in such assets or property for the benefit of the current and future holders of the Secured ObligationsDocuments. (d) The Borrower will maintain insurance in accordance with Upon the terms and provisions request of the Secured Debt Documents. (e) Each Grantor irrevocably makesCollateral Trustee following satisfaction of the Assumption Conditions, constitutes Xxxxxxx and appoints the Security Guarantors will furnish to the Collateral Trustee (full information as to their property and liability insurance carriers. Holders of Parity Lien Obligations, as a class, will be named as additional insureds, with a waiver of subrogation, on all officers, employees or agents designated by the Security Trustee) as such Grantor’s true and lawful agent (and attorney-in-fact) for the purpose, during the continuance of an Event of Default, of making, settling and adjusting claims in respect of Collateral under insurance policies of insuranceXxxxxxx and the Guarantors and the Collateral Trustee will be named as loss payee, endorsing the name with 30 days’ notice of such Grantor cancellation or material change, on any check, draft, instrument or other item of payment for the proceeds of such all property and casualty insurance policies of insurance Xxxxxxx and for making all determinations and decisions with respect thereto. In the event that any Grantor at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or part relating thereto, the Security Trustee may, without waiving or releasing any obligation or liability of the Grantors hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Security Trustee deems advisable. All sums disbursed by the Security Trustee in connection with this paragraph, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Grantors to the Security Trustee and shall be additional obligations secured herebyGuarantors.

Further Assurances; Insurance. (a) Each of the Grantors The Company will do or cause to be done all acts and things that may be required, or that the Security Collateral Trustee from time to time may reasonably request, to assure and confirm that the Security Collateral Trustee holds, for the benefit of the holders of Secured Obligations, duly created and enforceable and perfected Liens upon the CollateralCollateral (including any property or assets that are acquired or otherwise become Collateral after the date hereof), in each case, subject to and case as contemplated by, and with the Lien priority required under, the Secured Debt Obligation Documents. (b) Promptly upon Upon the reasonable request of the Security Collateral Trustee or any Secured Lien Representative the Administrative Agent at any time and from time to time, each of the Grantors Company will promptly execute, acknowledge and deliver such Collateral Documentssecurity documents, instruments, certificates, notices and other documents, and take such other actions as shall may be reasonably required under applicable lawrequired, or that the Security Collateral Trustee may reasonably request, in each case to create, perfect, protect, assure or enforce the Liens and benefits intended to be conferred, in each case subject to and as contemplated by the Secured Debt Obligation Documents for the benefit of the holders of Secured Obligations. (c) Without limiting The Company will maintain insurance as may be required by the foregoing, substantially concurrently with BNPP Credit Agreement or any other Secured Obligation Document or by law. Upon request of the Borrower’s designation of any asset as CollateralCollateral Trustee, the Borrower Company will record and deliver copies furnish to the Security Collateral Trustee full information as to their property and liability insurance carriers. (d) All insurance policies required by Section 7.2(c) will: (1) provide that, with respect to third party liability insurance, the Collateral Trustee, for the benefit of the holders of Secured Obligations of such UCC financing statements or applications for registration, and continuation statements or applications for the renewal of registrations relating thereto, that reasonably describe the Collateral or take such other actions as, in each case under this clause (c)Parties, shall be necessary or named as an additional insured, with a waiver of subrogation; (in 2) name the reasonable opinion of the Security Collateral Trustee) desirable to create, grant, establish, perfect and protect the Security Trustee’s security interest in such assets or property for the benefit of the current Secured Parties, as a loss payee and future holders additional insured for amounts in excess of $5,000,000; and (3) provide that (x) no cancellation or termination of such insurance shall be effective until 30 days after written notice is given by the insurers to the Collateral Trustee of such cancellation or termination, (provided that only 10 days written notice is required if such cancellation or termination is as a result of the Secured Obligations. (d) The Borrower will maintain insurance in accordance with the terms and provisions non-payment of the Secured Debt Documentspremiums). (e) Each Grantor irrevocably makesUpon the request of the Collateral Trustee, constitutes the Company will permit the Collateral Trustee or any of its agents or representatives, at reasonable times and appoints the Security Trustee (intervals upon reasonable prior notice, to visit their offices and all officers, employees or agents designated by the Security Trustee) as such Grantor’s true sites and lawful agent (and attorney-in-fact) for the purpose, during the continuance of an Event of Default, of making, settling and adjusting claims in respect of Collateral under policies of insurance, endorsing the name of such Grantor on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect thereto. In the event that any Grantor at any time or times shall fail to obtain or maintain inspect any of the policies Collateral and to discuss matters relating to the Collateral with their respective officers and independent public accountants. The Company shall, at any reasonable time and from time to time upon reasonable prior notice, permit the Collateral Trustee or any of insurance required hereby its agents or representatives to pay any premium in whole or part relating thereto, examine and make copies of and abstracts from the Security Trustee may, without waiving or releasing any obligation or liability records and books of account of the Grantors hereunder or any Event of DefaultCompany and its Subsidiaries, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as all at the Security Trustee deems advisable. All sums disbursed by the Security Trustee in connection with this paragraph, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Grantors to the Security Trustee and shall be additional obligations secured herebyCompany’s expense.