Insurance Covenants. (a) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the commencement of construction of the Facility to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents. (b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date to the expiry of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain. (c) Any policies described in this Section 3.2 must (i) for any property insurance, contain a waiver of subrogation in favour of the Indemnitees; and (ii) for any liability insurance, include the Indemnitees as additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement, in which case the policy shall be non-contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 shall be for an amount appropriate for the size and scope of the Facility. (d) The Generator shall provide the AESO with a certified true copy of the insurance policies required in this Section 3.2 which confirms the relevant coverage, including endorsements on or before the commencement of the construction of the Facility, and renewals or replacements on or before the expiry of any such insurance.
Appears in 3 contracts
Samples: Renewable Electricity Support Agreement, Renewable Electricity Support Agreement, Renewable Electricity Support Agreement
Insurance Covenants.
(a) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the commencement of construction of the Facility to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents.
(b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date to the expiry of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain.
(c) Any policies described in this Section 3.2 must (i) for any property insurance, contain a waiver of subrogation in favour of the Indemnitees; and (ii) for any liability insurance, include the Indemnitees as additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement, in which case the policy shall be non-contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 shall be for an amount appropriate for the size and scope of the Facility.
(d) The Generator shall provide the AESO with a certified true copy of the insurance policies required in this Section 3.2 which confirms the relevant coverage, including endorsements on or before the commencement of the construction of the Facility, and renewals or replacements on or before the expiry of any such insurance.
Appears in 2 contracts
Samples: Renewable Electricity Support Agreement, Renewable Electricity Support Agreement
Insurance Covenants. The Subsidiary Guarantor covenants with the Security Trustee (for the benefit of the Finance Parties) that, at all times, during the Security Period it shall:
(a) The Generator shall put execute all such documents (including, without limitation, any guarantees and/or indemnities required by any protection and indemnity or war risks association) and ensure such documents remain in full force and effect and maintain, or cause its Subcontractors, where appropriate, do all such things as may be necessary to maintain, confer the Security Trustee with insurers licenced in Alberta, from the commencement of construction benefit of the Facility to the Commercial Operation DateObligatory Insurances including, without limitation, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law request of the Security Trustee:
(including workers' compensation insurance coverage for all personnel i) notify the insurers of Generator and any Subcontractor of any tier) as well as those that a prudent Person the Security Trustee’s interest in the business Collateral Vessel and the Obligatory Insurances by notices in the forms set out in the relevant Security Documents to which it is a party; and
(ii) ensure that the Obligatory Insurances contain loss payable and, if applicable, notices of developing and operating cancellation clauses substantially in the Facility would maintain including policies for "all-risk" property insurance covering not less than forms set out in the probable maximum loss of relevant Security Documents to which it is a party (or in such form as may be approved from time to time, in writing, by the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents.Security Trustee);
(b) The Generator shall put in effect and maintainpromptly upon effecting the Obligatory Insurances, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date give written notice to the expiry Security Trustee stating the full particulars (including, without limitation, the dates and amounts of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tierObligatory Insurances) as well as those that a prudent Person in the business of developing and operating the Facility would maintain.thereof;
(c) Any policies described punctually pay all premiums, calls, contributions or other sums payable in this Section 3.2 must (i) for any property insurance, contain a waiver of subrogation in favour respect of the Indemnitees; Obligatory Insurances and (ii) for any liability insurance, include upon request by the Indemnitees as additional insureds with Security Trustee promptly produce the receipts paid by it in respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement, in which case the policy shall be non-contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 shall be for an amount appropriate for the size and scope of the Facility.Obligatory Insurances;
(d) The Generator shall within thirty days following a request by the Security Trustee (such request not to be made more than once in any calendar year unless additional insurances have been effected pursuant to Clause 4(h) (Operational Covenants)), provide the AESO Security Trustee with a detailed report signed by an independent and reputable firm of marine insurance brokers or consultants appointed by it and approved by the Security Trustee detailing the Obligatory Insurances and stating that, in the reasonable opinion of such firm, the Obligatory Insurances are adequate, each such report to be prepared at the expense of the Subsidiary Guarantor if the Security Trustee has reasonable grounds for inquiring about the adequacy of such Obligatory Insurances, but otherwise at the expense of the Security Trustee;
(e) not alter materially or agree to any material alteration of any of the Obligatory Insurances without the prior written consent of the Security Trustee or consent or agree to any act or omission which might invalidate or render unenforceable any of the Obligatory Insurances in whole or in part or waive any of its rights under or in respect of any of the Obligatory Insurances;
(f) cause the Approved Brokers and the managers of any protection and indemnity or war risks association in which the Collateral Vessel may be entered:
(i) to hold to the order of the Security Trustee in accordance with customary market practice the originals of all Policies (and the benefit of such Obligatory Insurances) and upon request deliver certified true copies of the same to the Security Trustee;
(ii) to deliver to the Security Trustee a letter or letters of undertaking in the form customarily provided by the relevant protection and indemnity club in a form acceptable to the Security Trustee together with a copy of the insurance policies required in this Section 3.2 which confirms club’s certificate of entry (if the relevant coverageprotection and indemnity club has confirmed that it will deliver the same); and
(iii) in the event that the Collateral Vessel enters United States of America waters (or the territorial waters of any other country which requires special certification) to provide to the Security Trustee with such evidence as the Security Trustee may reasonably require that the Collateral Vessel has a valid and current certificate of financial responsibility for pollution by oil and/or any other Environmentally Sensitive Material issued by the relevant certifying authority in relation to the Collateral Vessel;
(g) promptly notify the Security Trustee:
(i) if any underwriter, including endorsements on insurance company or before the commencement protection and indemnity or war risks association cancels any of the construction Obligatory Insurances or ceases to be underwriters for any purpose whatsoever in connection with that Obligatory Insurance;
(ii) of any material alteration to any of the FacilityObligatory Insurances or any failure to pay any premium, call, contribution or other amounts due or any failure to renew any of the Obligatory Insurances (other than entry in a protection and renewals or replacements on or indemnity association) at least seven days before the expiry of that Obligatory Insurance and one day before expiry of the entry in the protection and indemnity association; and
(iii) of any other act, omission or event of which would or might render invalid or unenforceable any of the Obligatory Insurances in whole or in part;
(h) not, without the prior written consent of the Security Trustee, settle, compromise or abandon any claim, give notice of abandonment in respect of the Collateral Vessel under any of the Obligatory Insurances other than a claim under protection and indemnity insurance or, so long as no Event of Default shall have occurred and be continuing, a claim of less than $5,000,000 (or the equivalent thereof in any other currency) arising otherwise than out of a total loss of the Collateral Vessel;
(i) do all things necessary and provide all documents, evidence and information to the Security Trustee to enable the Security Trustee to collect or recover any moneys which may at any time, become payable in respect of any of the Obligatory Insurances;
(j) in the case of the Obligatory Insurances in respect of protection and indemnity risks, provide for all moneys payable thereunder arising out of a claim to be paid in accordance with a loss payable clause in the relevant form set out in the relevant Security Document to which it is a party, and pay or settle, in full, any liability to which a claim relates or, as the case may be, reimburse any relevant insured which has settled that claim;
(k) ensure that all payments made to the Security Trustee (or such insuranceperson as the Security Trustee may direct) by or on behalf of the insurers under any of the Obligatory Insurances shall be made without any set-off, counterclaim, deductions or condition whatsoever;
(l) not do (or permit to be done) or omit to do any act or thing which would or might enable the cancellation of any of the Obligatory Insurances or render any of the Obligatory Insurances invalid, void, voidable or unenforceable or render any sum paid under any of the Obligatory Insurances repayable in whole or in part;
(m) take all necessary action and comply with all requirements which may from time to time be applicable to the Obligatory Insurances, and ensure that the Obligatory Insurances are not made subject to any exclusions or qualifications without the Security Trustee’s prior written consent, such consent not to be unreasonably delayed or withheld;
(n) not make any changes relating to the classification, classification society, manager or operator of the Collateral Vessel without the prior written consent of the insurers and the Security Trustee other than in accordance with clause 19 (Covenants) of the Credit Facility Agreement;
(o) if the Collateral Vessel is trading to the United States of America, during such time, make all quarterly or other voyage declarations which may be required by the protection and indemnity risks association in respect of the Collateral Vessel in order to maintain cover for such trading to the United States of America and the Exclusive Economic Zone (as defined in the United States Oil Pollution Act 1990 or any other applicable legislation) in respect of the Collateral Vessel; and
(p) not do any act nor voluntarily suffer nor permit any act to be done whereby any of the Obligatory Insurances shall or may be suspended or avoided (in whole or in part) and it shall not without obtaining the prior written consent of the relevant insurers and the Security Trustee employ or allow the employment of the Collateral Vessel otherwise than in conformity with the terms and conditions of the Obligatory Insurances.
Appears in 1 contract
Insurance Covenants. Each of the Owners covenants with the Agent (for the benefit of the Finance Parties) that, at all times during the Facility Period, it shall:
(a) The Generator shall put execute all such documents (including, without limitation, any guarantees and/or indemnities required by any protection and indemnity or war risks association) , provide copies of such documents to the Agent and ensure such documents remain in full force and effect and maintain, or cause its Subcontractors, where appropriate, do all such things as may be necessary to maintain, confer the Agent with insurers licenced in Alberta, from the commencement of construction benefit of the Facility to Obligatory Insurances including, without limitation, to:
(i) notify the Commercial Operation Date, at its own cost and expense, all insurers of the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person Agent’s interest in the business Vessels and the Obligatory Insurances by notices in the forms set out in the relevant Security Documents to which it is a party; and
(ii) ensure that the Obligatory Insurances contain loss payable and, if applicable, notices of developing cancellation clauses substantially in the forms set out in the relevant Security Documents to which it is a party (or in such form as may be approved from time to time, in writing, by the Agent); and operating that all declarations and notices required by the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss terms of the FacilityObligatory Insurances to be made on behalf of each of the Owners to brokers, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance underwriters or associations have been duly and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidentspunctually made or given.
(b) The Generator shall put in effect and maintainpromptly upon effecting the Obligatory Insurances, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date give written notice to the expiry Agent stating the full particulars (including, without limitation, the dates and amounts of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tierObligatory Insurances) as well as those that a prudent Person in the business of developing and operating the Facility would maintain.thereof;
(c) Any policies described punctually pay all premiums, calls, contributions or other sums payable in this Section 3.2 must (i) for any property insurance, contain a waiver of subrogation in favour respect of the Indemnitees; and (ii) for any liability insurance, include the Indemnitees as additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement, in which case the policy shall be non-contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 shall be for an amount appropriate for the size and scope of the Facility.Obligatory Insurances;
(d) The Generator shall within thirty days following a request by the Agent (such request not to be made more than once in any calendar year), provide the AESO Agent with a detailed report signed by an independent and reputable firm of marine insurance brokers or consultants appointed by it and approved by the Agent detailing the Obligatory Insurances and stating that, in the reasonable opinion of such firm, the Obligatory Insurances are adequate, each such report to be prepared at the expense of the relevant Owner if the Agent has reasonable grounds for inquiring about the adequacy of such Obligatory Insurances, but otherwise at the expense of the Agent;
(e) not alter materially or agree to any material alteration of any of the Obligatory Insurances without the prior written consent of the Agent or consent or agree to any act or omission which might invalidate or render unenforceable any of the Obligatory Insurances in whole or in part or waive any of its rights under or in respect of any of the Obligatory Insurances;
(f) cause the insurance brokers and the managers of any protection and indemnity or war risks association in which the Vessels may be entered:
(i) to hold to the order of the Agent in accordance with customary market practice the originals of all Policies (and the benefit of such Obligatory Insurances) and upon request deliver certified true copies of the same to the Agent;
(ii) to deliver to the Agent a letter or letters of undertaking in the form customarily provided by the relevant protection and indemnity club in a form acceptable to the Agent together with a copy of the insurance policies required in this Section 3.2 which confirms club’s certificate of entry (if the relevant coverageprotection and indemnity club has confirmed that it will deliver the same). If a Vessel is at any time during the Facility Period insured under any form of fleet cover, including endorsements on the relevant Owner shall procure that those letters of undertaking contain confirmation that the brokers, underwriters or before association (as the commencement case may be) will not set off claims relating to that Vessel against premiums, calls or contributions in respect of any other vessel or other insurance, and that the insurance cover of that Vessel will not be cancelled by reason of non-payment of premiums, calls or contributions relating to any other vessel or other insurance. Failing receipt of those confirmations, the relevant Owner will instruct the brokers, underwriters or association concerned to issue a separate policy or certificate for that Vessel in the sole name of the construction relevant Owner or of the Facility, and renewals Owner’s brokers as agents for the Owner; and
(iii) in the event that a Vessel enters United States of America waters (or replacements on or before the expiry territorial waters of any other country which requires special certification) to provide the Agent upon request with such insuranceevidence as the Agent may reasonably require that such Vessel has a valid and current certificate of financial responsibility for pollution by oil and/or any other Environmentally Sensitive Material issued by the relevant certifying authority in relation to such Vessel;
(g) promptly notify the Agent:
(i) if any underwriter, insurance company or protection and indemnity or war risks association cancels any of the Obligatory Insurances; and
(ii) of any other act, omission or event which would render invalid or unenforceable any of the Obligatory Insurances in whole or in part;
(h) not, without the prior written consent of the Agent, settle, compromise or abandon any claim, give notice of abandonment in respect of a Vessel under any of the Obligatory Insurances other than a claim under protection and indemnity insurance or, so long as no Event of Default shall have occurred and be continuing, a claim of less than $10,000,000 (or the equivalent thereof in any other currency) arising otherwise than out of a Total Loss of the Vessel;
(i) in the case of the Obligatory Insurances in respect of protection and indemnity risks, to pay or settle any liability to which a claim relates or, as the case may be, reimburse any relevant insured which has settled that claim; and
(j) comply in all material respects with all terms and conditions of the Obligatory Insurances and make all such declarations to brokers, underwriters and associations as may be required to enable the Vessels to operate in accordance with the terms and conditions of the Obligatory Insurances. The Borrowers will not do, nor permit to be done, any act, nor make, nor permit to be made, any omission, as a result of which any of the Obligatory Insurances may become liable to be suspended, cancelled or avoided, or may become unenforceable, or as a result of which any sums payable under or in connection with any of the Obligatory Insurances may be reduced or become liable to be repaid or rescinded in whole or in part.
Appears in 1 contract
Samples: Secured Reducing Revolving Loan Facility Agreement (Teekay Shipping Corp)
Insurance Covenants. Draft
(a) The Generator Supplier shall put in effect and maintain, or cause its Subcontractorscontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the commencement of the construction of the Facility to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents.
(b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date to the expiry of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tier) as well as those that a prudent Person in the business of developing developing, constructing, financing and operating the Facility would maintain.maintain including policies for “all-risk” property insurance covering not less than the full replacement value of the Facility, “all-risk” equipment breakdown insurance, “wrap-up” liability insurance and “commercial general liability” insurance with a rider to extend coverage to include Environmental Incidents.
(cb) Any policies described in this Section 3.2 2.8 must (i) for any property insurance, contain a waiver of subrogation in favour of the Indemnitees; and (ii) for any liability insurance, include the Indemnitees as additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement, in which case the policy shall be non-contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 2.8 shall be for an amount appropriate for the size and scope of the Facility.Facility.
(dc) The Generator TheWithin ten (10) Business Days of any request therefore by the Buyer, the Supplier shall provide the AESO Buyer, via electronic submission, with a certified true truean electronic certificate and copy of the theeach insurance policies policiespolicy required in this Section 3.2 2.8 which confirms the relevant coverage, including endorsements on or or before the commencement of commencement, and that is issued in the name of, or otherwise confirms coverage of, the construction of ofSupplier and the Facility, and renewals or replacements on or before the expiry of any such insurance.insuranceas applicable.
(d) If the Supplier is subject to the Workplace Safety and Insurance Act (Ontario), it shall submit a valid clearance certificate of Workplace Safety and Insurance Act coverage to the Buyer on or prior to the Contract Datecommencement of construction of the Facility. In addition, the Supplier shall, from time to time at the request of the Buyer, provide additional Workplace
Appears in 1 contract
Samples: E Lt 1 Contract
Insurance Covenants.
(a) The Generator Supplier shall put in effect and maintain, or cause its Subcontractorscontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the commencement of the construction of the Facility to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents.
(b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date to the expiry of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tier) as well as those that a prudent Person in the business of developing developing, constructing, financing and operating the Facility would maintain.maintain including policies for “all-risk” property insurance covering not less than the full replacement value of the Facility, “all-risk” equipment breakdown insurance, “wrap-up” liability insurance and “commercial general liability” insurance with a rider to extend coverage to include Environmental Incidents. Draft
(cb) Any policies described in this Section 3.2 2.8 must (i) for any property insurance, contain a waiver of subrogation in favour of the Indemnitees; and (ii) for any liability insurance, include the Indemnitees as additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement, in which case the policy shall be non-non- contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 2.8 shall be for an amount appropriate for the size and scope of the Facility.
(dc) The Generator Supplier shall provide the AESO Buyer with a certified true copy of the insurance policies required in this Section 3.2 2.8 which confirms the relevant coverage, including endorsements on or before the commencement of the construction of the Facility, and renewals or replacements on or before the expiry of any such insurance.
(d) If the Supplier is subject to the Workplace Safety and Insurance Act (Ontario), it shall submit a valid clearance certificate of Workplace Safety and Insurance Act coverage to the Buyer on or prior to the Contract Date. In addition, the Supplier shall, from time to time at the request of the Buyer, provide additional Workplace
Appears in 1 contract
Samples: E Lt 1 Contract
Insurance Covenants.
(a) The Generator shall Supplier hereby agrees to put in effect and maintain, or cause its Subcontractors, where appropriate, maintain from the Term Commencement Date to maintainthe expiry of the Term, with insurers licenced having an overall A.M. Best rating of at least A- or equivalent and financial size of category VIII or such other rating and financial size as may be agreed to by the Parties and permitted to provide insurance in Alberta, from the commencement Province of construction Ontario (in the case of the Facility “all-risk” property insurance under clause (i) below) or licensed to underwrite insurance in the Commercial Operation Date, at its own cost Province of Ontario (in the case of the commercial general liability and expenseenvironmental/pollution liability under clauses (ii) and (iii) below), all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and the Supplier operating the Facility would maintain including policies for "the following:
(i) “all-risk" ” property and equipment breakdown insurance covering property of every description, in the name of the Supplier insuring not less than the probable maximum loss full replacement value of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance Facility with a rider deductible in an amount not to extend coverage to include Environmental Incidents.
(b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date to the expiry of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage exceed $500,000 property damage for all personnel losses except (A) $3,000,000 deductible with respect to property damage for major machinery such as turbine generator units and transformer units and (B) three percent (3%), minimum $500,000 deductible with respect to property damage for each of Generator flood and any Subcontractor tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain.
(c) Any earthquake. These policies described in this Section 3.2 must (i) for any property insurance, shall contain a waiver of subrogation in favour of the Indemnitees. In the event that such insurance coverage is not available to the Supplier on commercially reasonable terms, the insurance requirements may be modified provided that the Supplier provides to the Buyer evidence confirming the unavailability of such insurance coverage on commercially reasonable terms. Any modification to such insurance coverage shall be subject to the approval of the Buyer acting reasonably. Notwithstanding the foregoing, while the Supplier is OPG or where OPG Controls the Supplier such insurance coverage may be put in effect and maintained pursuant to OPG’s corporate insurance program provided that such coverage contains a waiver of subrogation in favour of the Indemnitees; , and the Buyer acknowledges that the deductible for such coverage under OPG’s corporate insurance program may be higher than that set out herein and the “all-risk” property insurance and equipment breakdown insurance may be covered under separate policies.
(ii) commercial general liability insurance on an occurrence basis for any liability insurancedeath, bodily injury and property damage that may be caused to third parties as a result of the Supplier’s activities in connection with the Facility or performance of its obligations under this Agreement, to an inclusive limit of not less than $10,000,000 per occurrence and in the aggregate, with a deductible not exceeding $100,000. Notwithstanding the foregoing, while the Supplier is OPG or where OPG Controls the Supplier, such insurance coverage may be put in effect and maintained pursuant to OPG’s corporate insurance program, with limits and deductibles determined in accordance with OPG’s corporate insurance program. The coverage shall not be less than the insurance required by IBC Forms 2100 and 2320, or their equivalent replacement. The policy shall include the Indemnitees as following clauses:
(A) the Buyer and its directors, officers and employees shall be additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement;
(B) cross-liability and severability of interest endorsements;
(C) coverage for non-owned automobile liability with blanket contractual coverage for hired automobiles;
(D) coverage for contingent employer’s liability;
(E) coverage for tenant’s legal liability (if applicable and with applicable sub-limits);
(F) coverage for broad form property damage;
(G) coverage for contractual liability of the Supplier under this Agreement; and
(H) coverage for liability on the part of the Supplier resulting from activities or work performed by its contractors and subcontractors; and
(iii) environmental/pollution liability insurance, providing coverage for first party property damage and site clean-up and any third party claims for bodily injury, property damage and clean-up for pollution and environmental incidents arising out of the operation or maintenance of the Facility, with a limit of not less than $5,000,000 per occurrence and in which case the aggregate, with a deductible not exceeding $100,000. The policy shall be non-contributing include as additional insureds the Buyer and primary its directors, officers and employees with respect to coverage liability arising in favour the course of performance of the Indemniteesobligations under, or otherwise in connection with, this Agreement. Notwithstanding the foregoing, the Supplier shall not be required to carry such environmental/pollution liability insurance while the Supplier is OPG or where OPG Controls the Supplier.
(b) The Supplier shall cause any Person responsible for transporting RFO to or from the Facility, to have in effect and maintain insurance for the risk of transporting RFO, in such amounts as a prudent transporter of RFO would maintain. The limit Buyer and its directors, officers and employees shall be additional insureds for liability any such insurance.
(c) The Supplier may procure the policies required by this Agreement for a term longer than twelve (12) consecutive months (annual policy period), but the limits of insurance and aggregate limits described in this Section 3.2 Agreement shall be for an amount appropriate for annual limits and annual aggregates and not the size policy term limit and scope of the Facilityaggregate.
(d) The Generator shall provide Parties acknowledge that the AESO Supplier has provided the Buyer with a certified true copy of proof that the insurance policies required by this Agreement in the form of valid certificates of insurance that reference this Section 3.2 which confirms the relevant coverage, including endorsements on or before the commencement of the construction of the FacilityAgreement, and confirm the required coverage is in place. In the case of renewals or replacements of such insurance, the Supplier shall provide to the Buyer valid certificates of insurance, on or before the expiry of any such insurance. Upon the request of the Buyer, a copy of each insurance policy shall be made available to it. The policies for the insurance coverage under Sections 2.5(a)(i), (ii), and (iii) shall be endorsed to provide the Buyer with not less than thirty (30) days’ notice in writing in advance of any cancellation, and of any change or amendment restricting coverage.
(e) The Parties acknowledge that the Supplier has submitted a valid clearance certificate of Workplace Safety and Insurance Act coverage to the Buyer under the Existing Agreement. In addition, the Supplier shall, from time to time at the request of the Buyer, provide additional Workplace
Appears in 1 contract
Samples: Energy Supply Agreement
Insurance Covenants.
(a) The Generator shall Supplier hereby agrees to put in effect and maintain, or cause its Subcontractorscontractors and subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, maintain from the commencement of construction of the Facility to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents.
(b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date to the expiry end of the Term, at its own cost and expense, with insurers reasonably acceptable to the Buyer and authorized to underwrite insurance in the state of Connecticut, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tier) as well as those that a prudent Person in the business of developing the Supplier (developing, constructing, and operating an electric generating facility) will maintain, including the following:
a. “all-risk” property insurance covering property of every description, in the joint names of at least the Supplier and its principal contractors, insuring not less than the full replacement value of the Facility. During the construction of the Facility would maintainuntil the Commercial Operation Date, the policy shall include as additional insureds all subcontractors, but only as their interest may appear.
(c) Any policies described in this Section 3.2 must (i) for any property b. boiler and machinery insurance, contain a waiver of subrogation if applicable, in favour protecting the interest of the Indemnitees; Supplier and (ii) for any its principal contractors, and anyone having an ownership interest in the property in question, as their respective interests may appear, insuring not less than the full replacement value of the boilers, machinery, pressure vessels, service supply objects and other insurable objects forming part of the Facility.
c. commercial general liability insurance covering death, bodily injury and property damage and other types of damage that may be caused to third parties as a result of the Supplier’s activities in connection with the Facility or performance of its obligations under this Agreement, and
d. environmental / pollution liability insurance, include the Indemnitees as additional insureds with respect to liability providing coverage for any third party claims for bodily injury, property damage and clean-up for pollution and environmental incidents arising in the course of performance out of the obligations underconstruction, operation or otherwise in connection with, this Agreement, in which case the policy shall be non-contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 shall be for an amount appropriate for the size and scope maintenance of the Facility.
(db) The Generator Supplier shall provide the AESO Buyer with a certified true copy proof of the insurance policies required in this Section 3.2 which confirms 2.8 in the relevant form of valid certificates of insurance that reference this Agreement and confirm the required coverage, including endorsements on or before the commencement of the construction of the Facility, and renewals renewal or replacements on or before the expiry expiration of any such insurance. Buyer shall be named as an “additional insured” party on the insurance policy. Each such certificate of insurance shall require the insurance carrier and/or insurance broker to provide the Buyer with thirty (30) calendar days prior notice in the event of any material change, cancellation, or failure to renew the insurance coverage required by this Section 2.8.
Appears in 1 contract
Insurance Covenants.
(a) The Generator Supplier shall put in effect and maintain, or cause its Subcontractorscontractors, where appropriate, to maintain, with insurers licenced in Alberta, from during the commencement of construction of the Facility to the Commercial Operation DateTerm, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "“all-risk" ” property insurance covering not less than the probable maximum loss full replacement value of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" commercial general liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents.
(b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date to the expiry of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain.
(c) environmental impairment liability insurance. Any such policies described in this Section 3.2 must (i) for any property insurance, contain a waiver of subrogation in favour of the Indemnitees; Indemnitees and (ii) for any liability insurance, include the Indemnitees as additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement, in which case the policy shall be non-contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 shall be for an amount appropriate for the size and scope of the Facility.
(db) The Generator shall Upon the request of the Sponsor, the Supplier will provide the AESO Sponsor with a certified true copy of each insurance policy, to be furnished within 10 Business Days of such request being made by the insurance policies required in this Section 3.2 which confirms Sponsor. The Supplier may redact any confidential information not related to the relevant coverageFacility from such policy prior to providing it to the Sponsor.
(c) If the Supplier is subject to the Workplace Safety and Insurance Act, including endorsements on or before 1997 (Ontario), it shall submit a valid clearance certificate of Workplace Safety and Insurance Act coverage to the commencement Sponsor prior to the start of the construction Term. In addition, the Supplier shall, from time to time at the request of the FacilitySponsor, provide additional Workplace Safety and Insurance Act clearance certificates. The Supplier shall pay when due, and renewals shall ensure that each of its contractors and subcontractors pays when due, all amounts required to be paid by it and its contractors and subcontractors, from time to time during the Term, under the Workplace Safety and Insurance Act, 1997 (Ontario), failing which the Sponsor has the right, in addition to and not in substitution for any other right it may have pursuant to this Agreement or replacements on otherwise at law or before in equity, to pay to the expiry of Workplace Safety and Insurance Board any amount due pursuant to the Workplace Safety and Insurance Act, 1997 (Ontario) and unpaid by the Supplier or its contractors and subcontractors and to deduct such insurance.amount from any amount due and owing from time to time to the Supplier pursuant to this Agreement together with all costs incurred by the Sponsor in connection therewith.
Appears in 1 contract
Samples: Power Purchase Agreement
Insurance Covenants.
(a) The Generator Supplier shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced licensed in AlbertaOntario, from the commencement of construction of the Facility to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator applicable Laws and any Subcontractor of any tier) Regulations as well as those that a prudent Person in the business of developing and operating the Facility would maintain maintain, including policies for "“all-risk" ” property insurance covering not less than the probable maximum loss of the Facility, "; “all-risk" ” equipment breakdown insurance, "wrap-; “wrap up" ” liability insurance and "or either an endorsement to the commercial general liability insurance policy to provide for coverage during construction or other evidence that the “commercial general liability" ” policy would respond to a third party claim during construction; and “commercial general liability” insurance in an amount (inclusive of any applicable umbrella policies) of not less than $10 million each occurrence and in the aggregate, with either a stand-alone policy for environmental incidents or a rider to extend coverage to include Environmental Incidentsenvironmental incidents.
(b) The Generator Supplier shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced licensed in AlbertaOntario, from the Commercial Operation Date to the expiry of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator applicable Laws and any Subcontractor tier) Regulations as well as those that a prudent Person in the business of developing and operating the Facility would maintainmaintain including policies for “all-risk” property insurance covering not less than the probable maximum loss of the Facility, “boiler and machinery” insurance and “commercial general liability” insurance with either a stand-alone policy for environmental incidents or a rider to extend coverage to include environmental incidents.
(c) Any policies described in this Section 3.2 2.8 must (i) for any property insurance, contain a waiver of subrogation in favour of the Indemnitees; and (ii) for any liability insurance, include the Indemnitees as additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement, in which case the policy shall be non-non- contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 2.8 shall be for an amount appropriate for the size and scope of the Facility.
(d) The Generator Supplier shall provide the AESO Sponsor with a certified true copy certificate of the insurance policies required in this Section 3.2 2.8 which confirms the relevant coverage, including endorsements on or before the commencement of the construction of the Facility, and renewals or replacements on or before the expiry of any such insurance. Upon request of the Sponsor from time to time, the Supplier shall provide the Sponsor with a certified true copy of the insurance policies required in this Section 2.8 which confirms the relevant coverage, including endorsements. Any such policies may be redacted as to confidential information of the Supplier not reasonably required by the Sponsor to confirm that the insurance policy meets the requirements of this Agreement.
(e) If the Supplier is subject to the WSIA, it shall submit a valid clearance certificate of WSIA coverage to the Sponsor prior to the commencement of construction of the Facility. In addition, the Supplier shall, from time to time at the request of the Sponsor, provide additional WSIA clearance certificates. The Supplier shall pay when due, and shall ensure that each of its Subcontractors pays when due, all amounts required to be paid by it and its Subcontractors, from time to time from the commencement of construction of the Facility, under the WSIA, failing which the Sponsor shall have the right, in addition to and not in substitution for any other right it may have pursuant to this Agreement or otherwise at law or in equity, to pay any amount due pursuant to the WSIA and unpaid by the Supplier or its Subcontractors and to deduct such amount from any amount due and owing from time to time to the Supplier pursuant to this Agreement together with all costs incurred by the Sponsor in connection therewith.
Appears in 1 contract
Samples: Energy Storage Facility Agreement
Insurance Covenants.
(a) The Generator shall put in effect and maintain, Without prejudice to its liability to indemnify or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the commencement of construction of the Facility otherwise be liable to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required Authority under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents.
(b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date to the expiry of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain.
(c) Any policies described in this Section 3.2 must (i) for any property insurance, contain a waiver of subrogation in favour of the Indemnitees; and (ii) for any liability insurance, include the Indemnitees as additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement, the Hosting Supplier shall for the periods specified in this schedule 2.6 (Insurance Requirements) take out and maintain or procure the taking out and maintenance of the insurances as set out under paragraph 2 of this schedule 2.6 (Insurance Requirements) and any other insurances as may be required by Law, together the "Insurances". The Hosting Supplier shall ensure that each of the Insurances is effective in each case not later than the date on which case the relevant risk commences. The Insurances shall be maintained from time to time (as far as is reasonably practicable) on terms no less favourable to those generally available to a prudent contractor in respect of risks insured in the international insurance market from time to time and in accordance with Good Industry Practice. The Insurances shall be taken out and maintained with insurers who are of good financial standing and of good repute in the international insurance market. The Hosting Supplier shall ensure in respect of each of the public and products liability and employers liability insurances that: the policies of insurance shall contain an indemnity to principals clause under which the Authority shall be indemnified in respect of claims made against the Authority arising from death or bodily injury or third party property damage and for which the Hosting Supplier is legally liable in the provision of the services under this Agreement. (Not used) Without limiting the other provisions of this Agreement, the Hosting Supplier shall: take or procure the taking of all reasonable risk management and risk control measures in relation to the Hosting Services as it would be reasonable to expect of a prudent contractor acting in accordance with Good Industry Practice including but not limited to the investigation and reports of relevant claims to insurers; promptly notify the insurers of any relevant material fact under any Insurances of which the Hosting Supplier is or becomes aware; and hold all policies in respect of the Insurances and cause any insurance broker effecting the Insurances to hold any insurance slips and other evidence of placing cover representing any of the Insurances to which it is a part and for which it is responsible under this Agreement. Neither party to this Agreement shall take any action or fail to take any action or (insofar as is reasonably within its power) permit anything to occur in relation to it which would entitle any insurer to refuse to pay any claim under any of the Insurances. The Authority may elect (but shall not be obliged) where notice has been provided to the Hosting Supplier to purchase any insurance which the Hosting Supplier is required to maintain pursuant to this Agreement but has failed to maintain in full force and effect, and the Authority shall be entitled to recover the reasonable premium and other reasonable costs incurred in connection therewith as a debt due from the Hosting Supplier. The Hosting Supplier shall upon the Effective Date and within fifteen (15) Working Days after the renewal of each of the Insurances, provide evidence, in a form satisfactory to the Authority, that the Insurances are in full force and effect and meet in full the requirements of this schedule 2.6 (Insurance Requirements). Receipt of such evidence by the Authority shall not in itself constitute acceptance by the Authority or relieve the Hosting Supplier of its liabilities and obligations under this Agreement. Where the minimum limit of indemnity required in relation to any of the Insurances is specified as being "in the aggregate": if a claim or claims which do not relate to this Agreement are notified to the insurers which, given the nature of the allegations and/or the quantum claimed by the third party(ies), is likely to result in a claim or claims being paid by the insurers which could reduce the level of cover available below that minimum, the Hosting Supplier shall submit to the Authority immediately details of the policy concerned and shall submit forthwith its proposed solution for maintaining the minimum limit of indemnity specified; if and to the extent that the level of insurance cover available falls below that minimum because a claim or claims which do not relate to this Agreement are paid by insurers, the Hosting Supplier shall ensure that the insurance cover is reinstated to maintain at all times the minimum limit of indemnity specified for claims relating to this Agreement; and if the Hosting Supplier is or has reason to believe that it will be unable to ensure that insurance cover is reinstated to maintain at all times the minimum limit of indemnity specified it shall submit to the Authority immediately full details of the policy concerned and shall submit forthwith its proposed solution for maintaining the minimum limit of indemnity specified. The Hosting Supplier shall notify the Authority at least five (5) Working Days prior to the cancellation, suspension, termination or non-renewal of any of the Insurances. The Hosting Supplier shall promptly notify to insurers any matter arising from, or in relation to, the Hosting Services and/or this Agreement for which it may be entitled to claim under any of the Insurances. In the event that the Authority receives a claim relating to the Hosting Services or this Agreement, the Hosting Supplier shall co-operate with the Authority and assist it in dealing with such claims including without limitation providing information and documentation in a timely manner. Except where the Authority is the claimant party, the Hosting Supplier shall give the Authority notice within twenty (20) Working Days after any insurance claim in excess of ( REDACTED) relating to the provision of the Hosting Services or this Agreement on any of the Insurances or which, but for the application of the applicable policy excess, would be made on any of the Insurances and (if required by the Authority) full details of the incident giving rise to the claim. Where any Insurance requires payment of a premium, the Hosting Supplier shall be non-contributing liable for such premium. Where any Insurance referred to in this schedule 2.6 (Insurance Requirements) is subject to an excess or deductible below which the indemnity from insurers is excluded, the Hosting Supplier shall be liable for such excess or deductible and primary with respect to coverage in favour of shall indemnify the IndemniteesAuthority against any loss or claims which would otherwise be insured but for the excess or deductible. The limit for liability policies described in Hosting Supplier shall not be entitled to recover from the Authority any sum paid by way of excess or deductible under the Insurances whether under the terms of this Section 3.2 shall be for an amount appropriate for the size and scope of the FacilityAgreement or otherwise.
(d) The Generator shall provide the AESO with a certified true copy of the insurance policies required in this Section 3.2 which confirms the relevant coverage, including endorsements on or before the commencement of the construction of the Facility, and renewals or replacements on or before the expiry of any such insurance.
Appears in 1 contract
Insurance Covenants.
(a) The Generator shall put in effect and maintainLicensee shall, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the commencement of construction before taking up use of the Facility Licensed Area, deliver the insurance policies required under clause 12 to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental IncidentsLicensor.
(b) The Generator Licensee shall put not at any time do allow or suffer to be done anything which may render the insurances referred to in effect and maintain, Clause 12 or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from any part thereof void or voidable or which may increase the Commercial Operation Date to the expiry of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and premium on any Subcontractor tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintainsuch insurances.
(c) Any policies described in this Section 3.2 must (i) for The Licensee shall pay an extra insurance premium and statutory charges of insurance on the Licensed Area or any property insurance, contain a waiver of subrogation in favour of part thereof due to extra risk caused or suffered by the Indemnitees; and (ii) for any liability insurance, include use to which the Indemnitees as additional insureds with respect to liability arising in Licensed Area is put by the course of performance of the obligations under, or otherwise in connection with, this Agreement, in which case the policy shall be non-contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 shall be for an amount appropriate for the size and scope of the FacilityLicensee.
(d) The Generator Licensee shall provide comply with the AESO with a certified true copy insurance, sprinkler and fire alarm regulations as they relate to the use of the insurance policies required in this Section 3.2 Licensed Area. The Licensee shall pay to the Licensor the cost of any alterations to the sprinkler or fire alarm installation which confirms the relevant coverage, including endorsements on or before the commencement may become necessary by reason of the construction non- compliance by the Licensee with the Regulations of the FacilityInsurance Council of Australia or the requirements of the Licensor’s insurer.
(i) The Licensor does not accept or assume responsibility for any loss or damage to the property or person of the Licensee or any person when entering, leaving or being at the Licensed Area, whether or not in connection with the Licensee’s business, use or occupation of the Licensed Area, and renewals the Licensor is exempted from liability by the Licensee for any such loss or replacements on damage, however caused.
(ii) The Licensee indemnifies the Licensor from all claims or before the expiry demands in respect of any such insuranceloss or damage.
(f) If the Licensee fails to take or maintain the policies specified in this Licence, the Licensor may do all things necessary to effect or maintain such policy and any moneys expended by the Licensor shall be repayable by the Licensee on demand.
(g) The Licensee shall notify the Licensor of any damage to property or of any event which may give rise to a claim under either its public risk policy, plate glass insurance policy, fittings and stock policy or workers compensation insurance policy in order that the Licensor may notify the relevant insurer, within seven (7) days of such an event.
Appears in 1 contract
Samples: Occupier's Licence Agreement
Insurance Covenants.
(a) The Generator Supplier shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced licensed in AlbertaOntario, from the commencement of construction of the Facility to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator applicable Laws and any Subcontractor of any tier) Regulations as well as those that a prudent Person in the business of developing and operating the Facility would maintain maintain, including policies for "“all-risk" ” property insurance covering not less than the probable maximum loss of the Facility, "; “all-risk" ” equipment breakdown insurance, "wrap-; “wrap up" ” liability insurance and "or either an endorsement to the commercial general liability insurance policy to provide for coverage during construction or other evidence that the “commercial general liability" ” policy would respond to a third party claim during construction; and “commercial general liability” insurance in an amount (inclusive of any applicable umbrella policies) of not less than $10 million each occurrence and in the aggregate, with either a stand-alone policy for environmental incidents or a rider to extend coverage to include Environmental Incidentsenvironmental incidents.
(b) The Generator Supplier shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced licensed in AlbertaOntario, from the Commercial Operation Date to the expiry of the Term, at its own cost and expense, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator applicable Laws and any Subcontractor tier) Regulations as well as those that a prudent Person in the business of developing and operating the Facility would maintainmaintain including policies for “all-risk” property insurance covering not less than the probable maximum loss of the Facility, “boiler and machinery” insurance and “commercial general liability” insurance with either a stand-alone policy for environmental incidents or a rider to extend coverage to include environmental incidents.
(c) Any policies described in this Section 3.2 2.8 must (i) for any property insurance, contain a waiver of subrogation in favour of the Indemnitees; and (ii) for any liability insurance, include the Indemnitees as additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement, in which case the policy shall be non-contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 2.8 shall be for an amount appropriate for the size and scope of the Facility.
(d) The Generator Supplier shall provide the AESO Sponsor with a certified true copy certificate of the insurance policies required in this Section 3.2 2.8 which confirms the relevant coverage, including endorsements on or before the commencement of the construction of the Facility, and renewals or replacements on or before the expiry of any such insurance. Upon request of the Sponsor from time to time, the Supplier shall provide the Sponsor with a certified true copy of the insurance policies required in this Section 2.8 which confirms the relevant coverage, including endorsements. Any such policies may be redacted as to confidential information of the Supplier not reasonably required by the Sponsor to confirm that the insurance policy meets the requirements of this Agreement.
(e) If the Supplier is subject to the WSIA, it shall submit a valid clearance certificate of WSIA coverage to the Sponsor prior to the commencement of construction of the Facility. In addition, the Supplier shall, from time to time at the request of the Sponsor, provide additional WSIA clearance certificates. The Supplier shall pay when due, and shall ensure that each of its Subcontractors pays when due, all amounts required to be paid by it and its Subcontractors, from time to time from the commencement of construction of the Facility, under the WSIA, failing which the Sponsor shall have the right, in addition to and not in substitution for any other right it may have pursuant to this Agreement or otherwise at law or in equity, to pay to the WSIB any amount due pursuant to the WSIA and unpaid by the Supplier or its Subcontractors and to deduct such amount from any amount due and owing from time to time to the Supplier pursuant to this Agreement together with all costs incurred by the Sponsor in connection therewith.
Appears in 1 contract
Samples: Energy Storage Facility Agreement
Insurance Covenants.
(a) The Generator shall Supplier hereby agrees to put in effect and maintain, or cause its Subcontractorscontractors and subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, maintain from the commencement of construction of the Facility to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents.
(b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date DSM Project to the expiry of the Term, at its own cost and expense, with insurers reasonably acceptable to the Buyer and licensed to underwrite insurance in the Province of Ontario, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tier) as well as those that a prudent Person in the business of the Supplier developing and operating the Facility DSM Project would maintain.maintain including the following:
(c) Any policies described in this Section 3.2 must (i) “all-risk” property insurance covering property of every description, in the joint names of at least the Supplier and its principal contractors, insuring not less than the full replacement value of the DSM Project with a deductible for any property insurance, all perils not exceeding an amount equal to $100,000. The policy shall also provide delayed start-up coverage for an indemnity period of not less than 30 days and a deductible period of not more than 60 days. The policy shall contain a waiver of subrogation in favour of the Indemnitees; . During the construction of the DSM Project until the Commercial Operation Date, the policy shall include as additional insureds all subcontractors and the coverage shall not be less than the insurance required by IBC Forms 4042 and 4047, or their equivalent replacement;
(ii) for any liability boiler and machinery insurance, if applicable, in the joint names of at least the Supplier and its principal contractors, insuring not less than the full replacement value of the boilers, machinery, pressure vessels, service supply objects and other insurable objects forming part of the DSM Project. The coverage shall not be less than the insurance provided by the “Comprehensive Boiler and Machinery Form”. The policy shall contain a waiver of subrogation in favour of the Indemnitees;
(iii) commercial general liability insurance on an occurrence basis for death, bodily injury and property damage and other types of damage that may be caused to third parties as a result of the Supplier’s activities in connection with the DSM Project or performance of its obligations under this Agreement, to an inclusive limit of not less than $10,000,000 per occurrence and in the aggregate, with a deductible not exceeding $100,000. The coverage shall not be less than the insurance required by IBC Forms 2100 and 2320, or their equivalent replacement. The policy shall include the Indemnitees as following clauses:
(A) Ontario Electricity Financial Corporation, the Ontario Power Authority (if created), the Government of Ontario, and each of the foregoing Person’s respective directors, officers and employees shall be additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement;
(B) a cross-liability endorsement;
(C) coverage for non-owned automobile liability with blanket contractual coverage for hired automobiles;
(D) coverage for contingent employer’s liability;
(E) coverage for tenant’s legal liability (if applicable and with applicable sub-limits);
(F) coverage for broad form property damage;
(G) coverage for contractual liability of the Supplier under this Agreement;
(H) coverage for liability resulting from completed products and operations; and
(I) coverage for liability on the part of the Supplier resulting from activities or work performed by its contractors and subcontractors; and
(iv) environmental/pollution liability insurance, providing coverage for first party damage and any third party claims for bodily injury, property damage and clean-up for pollution and environmental incidents arising out of the construction, operation or maintenance of the DSM Project, with a limit of not less than $5,000,000 per occurrence and in which case the aggregate. The policy shall be non-contributing include as additional insureds Ontario Electricity Financial Corporation, the Ontario Power Authority (if created), the Government of Ontario, and primary each of the foregoing Person’s respective directors, officers and employees with respect to coverage liability arising in favour the course of performance of the Indemniteesobligations under, or otherwise in connection with, this Agreement.
(b) Following the Commercial Operation Date, the Supplier may propose to the Buyer a self-insured retention program in lieu of the deductibles set forth in the insurance coverage under Sections 2.7(a)(i) and (iii). The limit for liability policies described Buyer shall consider such proposed programs in this Section 3.2 a timely fashion and, acting reasonably, shall be for an amount appropriate for consent to such programs provided that the size and scope interests of the FacilitySupplier are not materially adversely affected thereby and that the savings, if any, on insurance premiums resulting therefrom are shared on an equitable basis between the Buyer and the Supplier.
(c) For purposes of the insurance coverage under Sections 2.7(a)(i) and (ii), the Supplier may procure and maintain separate insurance policies to cover the construction period prior to the Commercial Operation Date and the operations period from and after the Commercial Operation Date.
(d) The Generator Supplier shall provide the AESO Buyer with a certified true copy proof of the insurance policies required by this Agreement in the form of valid certificates of insurance that reference this Section 3.2 which confirms Agreement and confirm the relevant required coverage, including endorsements on or before the commencement of the construction of the FacilityDSM Project, and renewals or renewal replacements on or before the expiry of any such insurance. Upon the request of the Buyer, a copy of each insurance policy shall be made available to it. The policies for the insurance coverage under Sections 2.7(a)(iii) and (iv) shall be endorsed to provide the Buyer with not less than 30 days notice in writing in advance of any cancellation, and of any change or amendment restricting coverage.
(e) If the Supplier is subject to the Workplace Safety and Insurance Act (Ontario), it shall submit a valid clearance certificate of Workplace Safety and Insurance Act coverage to the Buyer prior to the commencement date of the Agreement. In addition, the Supplier shall, from time to time at the request of the Buyer, provide additional Workplace
Appears in 1 contract
Samples: Demand Side Management Contract
Insurance Covenants.
(a) The Generator shall Supplier hereby agrees to put in effect and maintain, or cause its Subcontractorscontractors and subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, maintain from the commencement of construction of the Facility to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents.
(b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date to the expiry end of the Term, at its own cost and expense, with insurers reasonably acceptable to the Buyer and authorized to underwrite insurance in the state in which the Facility is located, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tier) as well as those that a prudent Person in the business of developing the Supplier (developing, constructing, and operating an electric generating facility) will maintain, including the following:
1. all-risk" property insurance covering property of every description, in the joint names of at least the Supplier and its principal contractors, insuring not less than the full replacement value of the Facility. During the construction of the Facility would maintainuntil the Commercial Operation Date, the policy shall include as additional insured all subcontractors, as their respective interests may appear.
(c) Any policies described in this Section 3.2 must (i) for any property 2. boiler and machinery insurance, contain a waiver of subrogation if applicable, in favour protecting the interest of the Indemnitees; Supplier and (ii) for any its principal contractors, and anyone having an ownership interest in the property in question, as their respective interests may appear, insuring not less than the full replacement value of the boilers, machinery, pressure vessels, service supply objects and other insurable objects forming part of the Facility.
3. commercial general liability insurance covering death, bodily injury and property damage and other types of damage that may be caused to third parties as a result of the Supplier's activities in connection with the Facility or performance of its obligations under this Agreement, and
4. environmental / pollution liability insurance, include the Indemnitees as additional insureds with respect to liability providing coverage for any third party claims for bodily injury, property damage and clean-up for pollution and environmental incidents arising in the course of performance out of the obligations underconstruction, operation or otherwise in connection with, this Agreement, in which case the policy shall be non-contributing and primary with respect to coverage in favour of the Indemnitees. The limit for liability policies described in this Section 3.2 shall be for an amount appropriate for the size and scope maintenance of the Facility.
(db) The Generator Supplier shall provide the AESO Buyer with a certified true copy proof of the insurance policies required in this Section 3.2 which confirms 2.8 in the relevant form of valid certificates of insurance that reference this Agreement and confirm the required coverage, including endorsements on or before the commencement of the construction of the Facility, and renewals renewal or replacements on or before the expiry expiration of any such insurance.. Buyer shall be named as an "additional insured" party on the insurance policy. Each such certificate of insurance shall require the insurance carrier and/or insurance broker to provide the Buyer with thirty (30) calendar day's prior notice in the event of any material change, cancellation, or failure to renew the insurance coverage required by this Section
Appears in 1 contract
Insurance Covenants.
(a) The Generator shall Supplier hereby agrees to put in effect and maintain, maintain or to cause its Subcontractorscontractors and subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, maintain from the commencement of construction of the Facility to the Commercial Operation Date, at its own cost and expense, all the necessary and appropriate insurance required under all Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor of any tier) as well as those that a prudent Person in the business of developing and operating the Facility would maintain including policies for "all-risk" property insurance covering not less than the probable maximum loss of the Facility, "all-risk" equipment breakdown insurance, "wrap-up" liability insurance and "commercial general liability" insurance with a rider to extend coverage to include Environmental Incidents.
(b) The Generator shall put in effect and maintain, or cause its Subcontractors, where appropriate, to maintain, with insurers licenced in Alberta, from the Commercial Operation Date Project to the expiry of the Term, at its own cost and expense, with insurers reasonably acceptable to the Buyer and licensed to underwrite insurance in the Province of Ontario, all the necessary and appropriate insurance required under Applicable Law (including workers' compensation insurance coverage for all personnel of Generator and any Subcontractor tier) as well as those that a prudent Person in the business of the Supplier developing and operating the Facility Project would maintain., including the following:
(c) Any policies described in this Section 3.2 must (i) “all-risk” property insurance covering property of every description insuring not less than the full replacement value of the Project with a deductible for any property insurance, all perils not exceeding $100,000. The policy shall contain a waiver of subrogation in favour of the Indemnitees; . During the construction of the Project until the Commercial Operation Date, the policy shall include as additional insureds all contractors and subcontractors and the coverage shall not be less than the insurance required by IBC Forms 4042 and 4047, or their equivalent replacement;
(ii) commercial general liability insurance on an occurrence basis for any liability insurancedeath, bodily injury and property damage and other types of damage that may be caused to third parties as a result of the Supplier’s activities in connection with the Project or performance of its obligations under this Agreement, to an inclusive limit of not less than $5,000,000 per occurrence and in the aggregate, with a deductible not exceeding $100,000. The coverage shall not be less than the insurance required by IBC Forms 2100 and 2320 or their equivalent replacement. The policy shall include the Indemnitees as following clauses:
(A) the Ontario Power Authority, the Government of Ontario, and each of the foregoing Person’s respective directors, officers and employees shall be additional insureds with respect to liability arising in the course of performance of the obligations under, or otherwise in connection with, this Agreement;
(B) a cross-liability endorsement;
(C) coverage for non-owned automobile liability with blanket contractual coverage for hired automobiles;
(D) coverage for contingent employer’s liability;
(E) coverage for tenant’s legal liability (if applicable and with applicable sub-limits);
(F) coverage for broad form property damage; York Region DR Contract Released November 30, 2005
(G) coverage for contractual liability of the Supplier under this Agreement;
(H) coverage for liability resulting from completed products and operations;
(I) coverage for liability on the part of the Supplier resulting from activities or work performed by its contractors and subcontractors; and
(J) pollution liability on a sudden and accidental basis; and where the Control Equipment includes Behind the Meter Generation,
(iii) environmental/pollution liability insurance, providing coverage for first party damage and any third party claims for bodily injury, property damage and clean-up for pollution and environmental incidents arising out of the construction, operation or maintenance of the Project, with a limit of not less than $5,000,000 per occurrence and in which case the aggregate. The policy shall be non-contributing include as additional insureds the Ontario Power Authority, the Government of Ontario, and primary each of the foregoing Person’s respective directors, officers and employees with respect to coverage liability arising in favour the course of performance of the Indemniteesobligations under, or otherwise in connection with, this Agreement. The limit for liability policies described in For greater certainty, if a Supplier maintains insurance under this Section 3.2 2.7(a)(iii), then the clause identified in Section 2.7(a)(ii)(J) shall not be for an amount appropriate for the size and scope required in respect of the Facilityinsurance required under Section 2.7(a)(ii).
(db) For purposes of the insurance coverage under Section 2.7(a)(i), the Supplier may procure and maintain separate insurance policies to cover the construction period prior to the Commercial Operation Date and the operations period from and after the Commercial Operation Date.
(c) The Generator Supplier shall provide the AESO Buyer with a certified true copy proof of the insurance policies required by this Agreement in the form of valid certificates of insurance that reference this Section 3.2 which confirms Agreement and confirm the relevant required coverage, including endorsements on or before the commencement of the construction of the FacilityProject, and renewals or with renewal replacements on or before the expiry of any such insurance. Upon the request of the Buyer, a copy of each insurance policy shall be made available to it. The policies for the insurance coverage under Sections 2.7(a)(ii) and (iii) shall be endorsed to provide the Buyer with not less than thirty (30) days’ notice in writing in advance of any cancellation, and of any change or amendment restricting coverage.
(d) If the Supplier is subject to the Workplace Safety and Insurance Act (Ontario), it shall submit a valid clearance certificate of Workplace Safety and Insurance Act coverage to the Buyer prior to the commencement date of the Agreement. In addition, the Supplier shall, from time to time at the request of the Buyer, provide additional Workplace
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Samples: Demand Response Contract
