Insurance Coverage after Closing. The parties hereto agree and acknowledge that no insurance policy maintained by CDL and its Affiliates (including the Company) shall be available to or cover the Purchaser or its assets, properties, operations, employees and liabilities after the Closing Date (including in respect of any pre-Closing periods), all benefits and coverage under each such insurance policy shall terminate as of the Effective Time and none of the Purchaser or any of its Affiliates will seek any recoveries thereunder for Losses occurring thereafter. As of the Closing Date, the Purchaser shall be responsible for obtaining and maintaining any and all insurance policies and coverages in respect of the Company and its assets, properties, operations, employees and liabilities. Subject to the limitation in Section 6.6(b), the Company shall be responsible for the payment of all costs and expenses (including but not limited to settlements, judgments and attorney's fees) incurred after the Closing Date which arise out of or which relate to any pending pre-Closing insurance claims of the Company (without regard to the provisions of Section 8.6 below), and shall reimburse to CDL for any amounts paid by CDL after Closing with respect to the claims pending on the Closing Date, and shall pay over to CDL amounts which are refunded to the Company by the insurer. If the amount of costs and expenses with respect to a pre-Closing insurance claim exceeds the stop loss cap of the policies in effect on the date hereof, the Company's liability for such claim shall be limited to such amount if CDL has coverage under its stop loss policies that will respond to such claims. By way of example, if in the week before Closing, either (x) one of the Company's Employees visits a doctor or (y) one of the Company's Employees has an automobile accident, but the doctor's xxxx or body shop xxxx, as the case may be, has not been paid prior to Closing, such bills shall become the responsibility and liability of the Company or its insurer. Any such reimbursement shall be paid by the Company within five (5) business days after delivery of notice by CDL that such payment was made. The parties hereto further agree that any and all premiums or deposits paid by CDL and its Affiliates (including the Company) prior to the Closing Date under any insurance maintained by CDL and its Affiliates on behalf of the Seller shall be for the account of and retained by or paid to CDL. The foregoing paragraph shall apply to all insurance, ...

Insurance Coverage after Closing. 46 EXHIBITS -------- EXHIBIT A Officer's Certificate of Seller EXHIBIT B Secretary's Certificate of Seller EXHIBIT C Officer's Certificate of Purchaser EXHIBIT D Secretary's Certificate of Purchaser This UNIT PURCHASE AGREEMENT dated as of September 29, 2000 is made and entered into by and between NorthWestern Corporation, a Delaware corporation ("PURCHASER"), Touch America Holdings, Inc., a Delaware corporation ("SELLER") and The Montana Power Company, a Montana corporation ("MPC"). Capitalized terms not otherwise defined herein have the meanings set forth in SECTION 12.01.

Insurance Coverage after Closing. The parties hereto agree and acknowledge that, except as disclosed in SECTION 13.14 OF THE DISCLOSURE SCHEDULE, each insurance policy listed in SECTION 2.18 OF THE DISCLOSURE SCHEDULE maintained by Seller and its Affiliates (including MPC, the Company and the Subsidiaries) shall be available to or cover MPC, the Company and the Subsidiaries or their respective assets, properties, operations and liabilities after the Closing Date, and all benefits and coverage under each such insurance policy shall continue following the Closing Date.

Insurance Coverage after Closing. The parties hereto -------------------------------- agree and acknowledge that, except as set forth in this Section 8.7, no insurance policy maintained by Cyprus Amax and its Affiliates (including the Company and its Subsidiaries) shall be available to or cover the Company or any of its Subsidiaries or their respective assets, properties, operations and liabilities after the Closing Date (including in respect of any pre-Closing periods), all benefits and coverage under each such insurance policy shall terminate following the Closing Date and none of the Company or any of its Affiliates will seek any recoveries thereunder. As of the Closing Date, Buyer shall be responsible for obtaining and maintaining any and all insurance policies and coverages in respect of the Company and its Subsidiaries and their respective assets, properties, operations and liabilities. The parties hereto further agree that any and all refunds of premiums paid by Cyprus Amax and its Affiliates (including the Company and its Subsidiaries) prior to the Closing Date under any insurance maintained by Cyprus Amax and its Affiliates on behalf of the Company or any of its Subsidiaries shall be for the account of and retained by or paid to Cyprus Amax.

Insurance Coverage after Closing. Seller agrees to maintain, for a period of five (5) years after the closing, the products liability insurance coverage in existence at the time of execution of this agreement, or substantially similar coverage, and to name buyer as an additional insured under said insurance coverage. Seller agrees to give buyer at least 60 days' advance notice of a decision to terminate said insurance coverage, and shall instruct the insurance carrier to provide buyer at least 30 days' advance notice of a cancellation or lapse of said coverage. Said insurance coverage shall provide for the option to purchase at least 5 years of extended reporting ("tail coverage"). As additional insured, buyer shall be entitled to purchase, and seller hereby expressly authorizes buyer to so acquire if seller does not purchase, the tail coverage at any time said tail coverage may be purchased. If buyer exercises the option to purchase the tail coverage, buyer shall be responsible for the premium cost of the tail coverage for any period beyond the above-referenced 5 year period, and seller agrees to pay the premium cost of the tail coverage for the portion of the tail coverage that applies to said 5 year period.

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Insurance Coverage The Company and each Subsidiary maintains in full force and effect insurance coverage that is customary for comparably situated companies for the business being conducted and properties owned or leased by the Company and each Subsidiary, and the Company reasonably believes such insurance coverage to be adequate against all liabilities, claims and risks against which it is customary for comparably situated companies to insure.
REINSURANCE COVERAGE Reinsurance under this Agreement will apply to insurance issued by Ceding Company on the Plans of Insurance shown in Schedule A. Such Plans of Insurance shall be reinsured with the Reinsurer on an automatic basis, subject to the requirements set forth in Section A below. The specifications for all reinsurance under this Agreement are provided in Schedule A. A. Requirements for Automatic Reinsurance For risks which meet the requirements for automatic reinsurance as set forth below, Reinsurer will participate in a reinsurance Pool whereby Reinsurer will automatically reinsure a portion of the insurance risks as indicated in Schedule A. The requirements for automatic reinsurance are as follows: 1. The individual risk must be a resident of the United States or Canada at the time of application. 2. The individual risk must be underwritten according to the Ceding Company's standard underwriting practices and guidelines. This individual risk will be determined to be a true Table 1,2,3 or 4 based on the Ceding Company's normal underwriting guidelines and will be issued as a Standard Risk. 3. Any risk offered on a facultative basis by the Ceding Company to the Reinsurer or any other company will not qualify for automatic reinsurance under this Agreement for the same risk and same life. 4. The minimum issue age on any risk will be age 5 and the maximum issue age on any risk will be age 75. B. Basis of Reinsurance Reinsurance under this Agreement will be on the basis as stated in Schedule B. C. Policy Forms When requested, the Ceding Company will furnish the Reinsurer with a copy of each policy, rider, rate book, and applicable sales or marketing material that applies to the life insurance reinsured hereunder.
Insurance Coverages (a) Borrower will maintain such insurance coverages and endorsements in form and substance and in amounts as Lender may require in its sole discretion, from time to time except to the extent such coverages and endorsements are not reasonably commercially available and further provided such coverages and endorsements are not more onerous to Borrower than the types and amounts Lender requires for other properties that are similar in type or location as the Property. Until Lender notifies Borrower of changes in Lender’s requirements, Borrower will maintain not less than the insurance coverages and endorsements Lender required for closing of the Loan except to the extent such coverages and endorsements are not commercially available and are more onerous to Borrower than the types and amounts Lender requires for other properties that are similar in type or location as the Property. (b) The insurance, including renewals, required under this Section will be issued on valid and enforceable policies and endorsements satisfactory to Lender (the "Policies"). Each Policy will contain a standard waiver of subrogation and a replacement cost endorsement and will provide that Lender will receive not less than 30 days’ prior written notice of any cancellation, termination or non-renewal of a Policy or any material change other than an increase in coverage and that Lender will be named under a standard mortgage endorsement as loss payee. (c) The insurance companies issuing the Policies (the "Insurers") must be authorized to do business in the State or Commonwealth where the Property is located, must have been in business for at least 5 years, must carry an A.M. Best Company, Inc. policy holder rating of A-or better and an A.M. Best Company, Inc. financial category rating of (i) Class X or better for all primary liability coverage and the first 80% of liability coverage and (ii) Class VIII or better for all secondary and remaining liability coverage and must be otherwise satisfactory to Lender. Lender may select an alternative credit rating agency and may impose different credit rating standards for the Insurers. Notwithstanding Xxxxxx’s right to approve the Insurers and to establish credit rating standards for the Insurers, Lender will not be responsible for the solvency of any Insurer. (d) Notwithstanding Xxxxxx’s rights under this Article, Xxxxxx will not be liable for any loss, damage or injury resulting from the inadequacy or lack of any insurance coverage. (e) Borrower will comply with the provisions of the Policies and with the requirements, notices and demands imposed by the Insurers and applicable to Borrower or the Property. (f) Borrower will pay the Insurance Premiums for each Policy not less than 30 days before the expiration date of the Policy being replaced or renewed and will deliver to Lender an original or, if a blanket policy, a certified copy of each Policy marked "Paid" not less than 15 days prior to the expiration date of the Policy being replaced or renewed. Borrower shall have the right to pay Insurance Premiums pursuant to an arrangement with one or more finance companies for the financing of certain blanket insurance policies maintained by Borrower under a Property Insurance Sharing Agreement among Borrower and certain of its affiliates (a "Blanket Insurance Premium Financing Arrangement"). Pursuant to such an arrangement Borrower will pay to such finance companies Borrower’s allocable share of the annual initial deposit for the applicable Insurance Premiums (the "Deposit") and Borrower’s allocable share of ten (10) regular monthly payments (the "Regular Payments") due for each blanket policy. The term "Financing Installment" as used herein means 1/12th of the aggregate of the Deposit and the Regular Payments for each annual period, as such amounts may be adjusted as hereafter set forth. Not less than twenty (20) days prior to each renewal date of each blanket policy, Borrower will provide Beneficiary in writing the estimated premium for such blanket policy for the following renewal period, and not less than ten (10) days after the renewal date, Borrower will provide Beneficiary in writing the actual amount of such premium. Borrower will also notify Beneficiary in writing within ten (10) days after any change in the amounts allocated to the Property under the Blanket Insurance Premium Financing Arrangement or any other change in premiums or amounts due from Borrower under the Blanket Insurance Premium Financing Arrangement. Thereafter, the "Financing Installment" shall be adjusted as reasonably determined by Beneficiary. In the event of any material change in the Blanket Insurance Premium Financing Arrangement, the foregoing provisions shall be modified as reasonably determined by Beneficiary in order to carry out the intent and purposes thereof.
Life Insurance Coverage a. Forty Thousand ($40,000) Dollars life insurance policy with AD&D from an insurance carrier selected by the Board, subject to the provisions of this section. b. Employees who have Board-provided term life insurance shall have a thirty- one (31) day conversion right upon termination of employment. Any employee electing the right to conversion in order to keep term life insurance in force, must contact the insurance carrier within thirty-one (31) days of the last day of employment. c. The life insurance policy shall pay to the employee’s beneficiary the aforementioned sum within the underwriting rules and regulations as set forth by the insurance carrier.
Required Insurance Coverage As a condition of this Contract with DIR, Vendor shall provide the listed insurance coverage within 5 business days of execution of the Contract if the Vendor is awarded services which require that Vendor’s employees perform work at any Customer premises and/or use employer vehicles to conduct work on behalf of Customers. In addition, when engaged by a Customer to provide services on Customer premises, the Vendor shall, at its own expense, secure and maintain the insurance coverage specified herein, and shall provide proof of such insurance coverage to the related Customer within five (5) business days following the execution of the Purchase Order. Vendor may not begin performance under the Contract and/or a Purchase Order until such proof of insurance coverage is provided to, and approved by, DIR and the Customer. All required insurance must be issued by companies that have an A rating and a Financial Size Category Class of VII from A.M. Best, and are licensed in the State of Texas and authorized to provide the corresponding coverage. The Customer and DIR will be named as Additional Insureds on all required coverage. Required coverage must remain in effect through the term of the Contract and each Purchase Order issued to Vendor there under. The minimum acceptable insurance provisions are as follows:
Required Insurance Coverages The Contractor also agrees to purchase insurance and have the authorized agent state on the insurance certificate that the Contractor has purchased the following types of insurance coverages, consistent with the policies and requirements of O.C.G.A. §50-21-37. The minimum required coverages and liability limits are as follows:
No Defense to Insurance Coverage No action has been taken or failed to be taken, no event has occurred and no state of facts exists or has existed on or prior to the Purchase Date (whether or not known to Seller on or prior to such date) which has resulted or will result in an exclusion from, denial of, or defense to coverage under any private mortgage insurance (including, without limitation, any exclusions, denials or defenses which would limit or reduce the availability of the timely payment of the full amount of the loss otherwise due thereunder to the insured) whether arising out of actions, representations, errors, omissions, negligence, or fraud of Seller, the related Mortgagor or any party involved in the application for such coverage, including the appraisal, plans and specifications and other exhibits or documents submitted therewith to the insurer under such insurance policy, or for any other reason under such coverage, but not including the failure of such insurer to pay by reason of such insurer’s breach of such insurance policy or such insurer’s financial inability to pay.
Insurance Coverage Requirements Without limiting CONTRACTOR’s duty to indemnify, CONTRACTOR shall maintain in effect throughout the term of this Agreement a policy or policies of insurance with the following minimum limits of liability:
Insurance Cover Without prejudice to the provisions contained in Clause 26.1, the Concessionaire shall, during the Operation Period, procure and maintain Insurance Cover including but not limited to the following: (a) Loss, damage or destruction of the Project Assets, including assets handed over by the Authority to the Concessionaire, at replacement value; (b) Comprehensive third party liability insurance including injury to or death of personnel of the Authority or others caused by the Project; (c) The Concessionaire’s general liability arising out of the Concession; (d) Liability to third parties for goods or property damage; (e) Workmen’s compensation insurance; and (f) any other insurance that may be necessary to protect the Concessionaire and its employees, including all Force Majeure Events that are insurable at commercially reasonable premiums and not otherwise covered in items(a) to (e) above.
Single Coverage The School District will pay up to $28.00 per month for individual coverage for each full-time teacher who qualifies for and enrolls in the School District's group dental insurance plan.

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