Common use of Insurance; Damage to or Destruction of Collateral Clause in Contracts

Insurance; Damage to or Destruction of Collateral. (a) The Credit Parties shall, at their sole cost and expense, maintain the policies of insurance described on Schedule 5.18 as in effect on the Closing Date or otherwise maintain or cause to be maintained, with financially sound and reputable insurers, such public liability insurance, third party property damage insurance, business interruption insurance and casualty insurance with respect to liabilities, losses or damage in respect of the assets, properties and businesses of the Credit Parties as may customarily be carried or maintained under similar circumstances by corporations of established reputation engaged in similar businesses, in each case in such amounts (giving effect to self-insurance of liabilities), with such deductibles, covering such risks and otherwise on such terms and conditions as shall be customary for corporations similarly situated in the industry. Such policies of insurance (or the loss payable and additional insured endorsements delivered to Agent (or, in the case of Canadian Borrower, Canadian Agent)) shall contain provisions pursuant to which the insurer agrees to provide thirty (30) days prior written notice to Agent (or, in the case of Canadian Borrower, Canadian Agent) in the event of any non-renewal, cancellation or amendment of any such insurance policy (other than for non-payment of premium, in which case ten (10) days notice shall be given). If any Credit Party at any time or times hereafter shall fail to obtain or maintain any of the policies of insurance required above or to pay all premiums relating thereto, Agent (or, in the case of Canadian Borrower, Canadian Agent) may at any time or times thereafter obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto that Agent (or, in the case of Canadian Borrower, Canadian Agent) deems advisable. Agent (or, in the case of Canadian Borrower, Canadian Agent) shall have no obligation to obtain insurance for any Credit Party or pay any premiums therefor. By doing so, Agent (or, in the case of Canadian Borrower, Canadian Agent) shall not be deemed to have waived any Default or Event of Default arising from any Credit Party’s failure to maintain such insurance or pay any premiums therefor. All sums so disbursed, including reasonable attorneys’ fees, court costs and other charges related thereto, shall be payable on demand by U.S. Borrower to Agent (or, in the case of Canadian Borrower, Canadian Agent) and shall be additional Obligations hereunder secured by the Collateral. No Credit Party shall be required to obtain “war risk” or anti-terrorism insurance with respect to any aircraft owned or leased by it. (b) Each Credit Party shall deliver to Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), in form and substance reasonably satisfactory to Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), endorsements to (i) all “All Risk” and business interruption insurance naming Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), on behalf of itself and Lenders, as loss payee, and (ii) all general liability and other liability policies naming Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), on behalf of itself and Lenders, as additional insureds. Each Borrower shall promptly notify Agent (or, in the case of Canadian Borrower, Canadian Agent) of any loss, damage, or destruction to the Collateral in the amount of $500,000 or the Dollar Equivalent thereof or more, whether or not covered by insurance. Credit Parties other than Canadian Borrower and its Subsidiaries shall apply the proceeds of such casualty insurance to the outstanding balance of the U.S. Revolving Loan. Canadian Borrower and its Subsidiaries shall apply the proceeds of such casualty insurance to the outstanding balance of the Canadian Revolving Loan. The Revolving Loan Commitment shall not be reduced as a result of any such payments. Credit Parties shall apply the proceeds of such casualty insurance to the outstanding balance of the Revolving Loans in accordance with Section 1.5(d) unless reinvested or contractually committed to be reinstated within one year.

Insurance; Damage to or Destruction of Collateral. (a) The Credit Parties shall, at their sole cost and expense, maintain the policies of insurance described on Schedule 5.18 as in effect on the Closing Date date hereof or otherwise maintain or cause to be maintained, with financially sound and reputable insurers, such public liability insurance, third party property damage insurance, business interruption insurance and casualty insurance with respect to liabilities, losses or damage in respect of the assets, properties and businesses of the Credit Parties as may customarily be carried or maintained under similar circumstances by corporations of established reputation engaged in similar businesses, in each case in such amounts (giving effect to self-insurance of liabilities), with such deductibles, covering such risks and otherwise on such terms and conditions as shall be customary for corporations similarly situated in the industry. Such policies of insurance (or the loss payable and additional insured endorsements delivered to Agent (or, in the case of Canadian Borrower, Canadian Agent)) shall contain provisions pursuant to which the insurer agrees to provide thirty (30) 30 days prior written notice to Agent (or, in the case of Canadian Borrower, Canadian Agent) in the event of any non-renewal, cancellation or amendment of any such insurance policy (other than for non-payment of premium, in which case ten (10) 10 days notice shall be given). If any Credit Party at any time or times hereafter shall fail to obtain or maintain any of the policies of insurance required above or to pay all premiums relating thereto, Agent (or, in the case of Canadian Borrower, Canadian Agent) may at any time or times thereafter obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto that Agent (or, in the case of Canadian Borrower, Canadian Agent) deems advisable. Agent (or, in the case of Canadian Borrower, Canadian Agent) shall have no obligation to obtain insurance for any Credit Party or pay any premiums therefor. By doing so, Agent (or, in the case of Canadian Borrower, Canadian Agent) shall not be deemed to have waived any Default or Event of Default arising from any Credit Party’s 's failure to maintain such insurance or pay any premiums therefor. All sums so disbursed, including reasonable attorneys’ ' fees, court costs and other charges related thereto, shall be payable on demand by U.S. Borrower to Agent (or, in the case of Canadian Borrower, Canadian Agent) and shall be additional Obligations hereunder secured by the Collateral. No Credit Party shall be required to obtain “"war risk” " or anti-terrorism insurance with respect to any aircraft owned or leased by it. (b) Each Credit Party shall deliver to Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), in form and substance reasonably satisfactory to Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), endorsements to (i) all “"All Risk” " and business interruption insurance naming Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), on behalf of itself and Lenders, as loss payee, and (ii) all general liability and other liability policies naming Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), on behalf of itself and Lenders, as additional insureds. Each Borrower shall promptly notify Agent (or, in the case of Canadian Borrower, Canadian Agent) of any loss, damage, or destruction to the Collateral in the amount of $500,000 or the Dollar Equivalent thereof or more, whether or not covered by insurance. Credit Parties other than Canadian Borrower and its Subsidiaries shall apply the proceeds of such casualty insurance to the outstanding balance of the U.S. Revolving Loan. Canadian Borrower and its Subsidiaries shall apply the proceeds of such casualty insurance to the outstanding balance of the Canadian Revolving Loan. The Revolving Loan Commitment shall not be reduced as a result of any such payments. Credit Parties shall apply the proceeds of such casualty insurance to the outstanding balance of the Revolving Loans in accordance with Section 1.5(d) unless reinvested or contractually committed to be reinstated within one year.

Insurance; Damage to or Destruction of Collateral. (a1) The Credit Parties Borrower shall, at their its sole cost and expense, maintain the policies of insurance described on Disclosure Schedule 5.18 (3.17) as in effect on the Closing Date date hereof or otherwise maintain or cause in form and amounts and with insurers acceptable to be maintained, with financially sound and reputable insurers, such public liability insurance, third party property damage insurance, business interruption insurance and casualty insurance with respect to liabilities, losses or damage in respect of the assets, properties and businesses of the Credit Parties as may customarily be carried or maintained under similar circumstances by corporations of established reputation engaged in similar businesses, in each case in such amounts (giving effect to self-insurance of liabilities), with such deductibles, covering such risks and otherwise on such terms and conditions as shall be customary for corporations similarly situated in the industry. Such policies of insurance (or the loss payable and additional insured endorsements delivered to Agent (or, in the case of Canadian Borrower, Canadian Agent)) shall contain provisions pursuant to which the insurer agrees to provide thirty (30) days prior written notice to Agent (or, in the case of Canadian Borrower, Canadian Agent) in the event of any non-renewal, cancellation or amendment of any such insurance policy (other than for non-payment of premium, in which case ten (10) days notice shall be given)Lender. If any Credit Party Borrower at any time or times hereafter shall fail to obtain or maintain any of the policies of insurance required above or to pay all premiums relating thereto, Agent (or, in the case of Canadian Borrower, Canadian Agent) Lender may at any time or times thereafter obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto that Agent (or, in the case of Canadian Borrower, Canadian Agent) which Lender deems advisable. Agent (or, in the case of Canadian Borrower, Canadian Agent) Lender shall have no obligation to obtain insurance for any Credit Party Borrower or pay any premiums therefor. By doing so, Agent (or, in the case of Canadian Borrower, Canadian Agent) Lender shall not be deemed to have waived any Default or Event of Default arising from any Credit Party’s Borrower's failure to maintain such insurance or pay any premiums therefor. All sums so disbursed, including reasonable attorneys’ legal fees, court costs and other charges related thereto, shall be payable on demand by U.S. Borrower to Agent (or, in the case of Canadian Borrower, Canadian Agent) Lender and shall be additional Obligations hereunder secured by the Collateral. No Credit Party shall be required to obtain “war risk” or anti-terrorism insurance with respect to any aircraft owned or leased by it. (b) Each Credit Party Borrower shall deliver to Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent)Lender, in form and substance reasonably satisfactory to Agent (orLender, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent)acting reasonably, endorsements to (ia) all “"All Risk” " and business interruption insurance of Borrower naming Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), on behalf of itself and Lenders, Lender as loss payee, and containing the standard mortgage clause approved by the Insurance Bureau of Canada and (iib) all general liability and other liability policies naming Agent Lender as additional insured. (or2) Lender reserves the right at any time upon any change in Borrower's risk profile (including any change in the product mix maintained by Borrower or any laws affecting the potential liability of Borrower) to require additional forms and limits of insurance to, in Lender's reasonable discretion, adequately protect Lender's interests in all or any portion of the case Collateral and to ensure that Borrower is protected by insurance in amounts and with coverage customary for its industry. If requested by Lender, Borrower shall deliver to Lender from time to time a report of Canadian a reputable insurance broker, satisfactory to Lender, with respect to its insurance policies. (3) Borrower irrevocably makes, constitutes and its Subsidiariesappoints Lender (and all officers, Canadian Agentemployees or agents designated by Lender), on behalf so long as any Default or Event of itself Default shall have occurred and Lendersbe continuing or the anticipated insurance proceeds exceed $1,000,000, as additional insuredsBorrower's true and lawful agent and attorney-in-fact for the purpose of making, settling and adjusting claims under such "All Risk" policies of insurance, endorsing the name of Borrower on any cheque or other item of payment for the proceeds of such "All Risk" policies of insurance and for making all determinations and decisions with respect to such "All Risk" policies of insurance. Each Lender shall have no duty to exercise any rights or powers granted to it pursuant to the foregoing power-of-attorney. Borrower shall promptly notify Agent (or, in the case of Canadian Borrower, Canadian Agent) Lender of any loss, damage, or destruction to the Collateral in the amount of $500,000 or the Dollar Equivalent thereof 150,000 or more, whether or not covered by insurance. After (a) Borrower shall request a Revolving Credit Parties other than Canadian Advance be made to Borrower in the amount requested to be released; (b) so long as the conditions set forth in Section 2.2 have been met, Lender shall make such Revolving Credit Advance; and its Subsidiaries (c) in the case of insurance proceeds applied against the Revolving Loan, the Reserve established with respect to such insurance proceeds shall apply be reduced by the proceeds amount of such casualty Revolving Credit Advance. To the extent not used to replace, repair, restore or rebuild the Collateral, such insurance to the outstanding balance of the U.S. Revolving Loan. Canadian Borrower and its Subsidiaries proceeds shall apply the proceeds of such casualty insurance to the outstanding balance of the Canadian Revolving Loan. The Revolving Loan Commitment shall not be reduced as a result of any such payments. Credit Parties shall apply the proceeds of such casualty insurance to the outstanding balance of the Revolving Loans applied in accordance with Section 1.5(d) unless reinvested or contractually committed to be reinstated within one year1.3(3).

Insurance; Damage to or Destruction of Collateral. (a) The Credit Parties shall, at their sole cost and expense, maintain the policies of insurance described on Disclosure Schedule 5.18 (3.18) as in effect on the Closing Date date hereof or otherwise maintain or cause in form and amounts and with insurers reasonably acceptable to be maintainedAgent and, with financially sound and reputable insurers, such public liability insurance, third party property damage insurance, business interruption insurance and casualty insurance with respect to liabilitiesCanadian Credit Parties, losses or damage in respect of the assets, properties and businesses of the Credit Parties as may customarily be carried or maintained under similar circumstances by corporations of established reputation engaged in similar businesses, in each case in such amounts (giving effect to self-insurance of liabilities), with such deductibles, covering such risks and otherwise on such terms and conditions as shall be customary for corporations similarly situated in the industryCanadian Agent. Such policies of insurance (or the loss payable and additional insured endorsements delivered to Agent (orAgent, in the case of Canadian Borrowerwith respect to US Credit Parties, or Canadian Agent), with respect to Canadian Credit Parties) shall contain provisions pursuant to which the insurer agrees to provide thirty (30) 30 days prior written notice to Agent (orand, in with respect to the case of Canadian BorrowerCredit Parties, Canadian Agent) Agent in the event of any non-renewal, cancellation or amendment of any such insurance policy (other than for non-payment of premium, in which case ten (10) days notice shall be given)policy. If any Credit Party at any time or times hereafter shall fail to obtain or maintain any of the policies of insurance required above above, or to pay all premiums relating thereto, Agent (orAgent, in the case of Canadian Borrowerwith respect to any US Credit Parties, or Canadian Agent) , with respect to any Canadian Credit Parties, may at any time or times thereafter obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto that Agent (or, in the case of Canadian Borrower, or Canadian Agent) , as applicable, deems advisable. Neither Agent (or, in the case of nor Canadian Borrower, Canadian Agent) Agent shall have no any obligation to obtain insurance for any Credit Party or pay any premiums therefor. By doing so, neither Agent (or, in the case of nor Canadian Borrower, Canadian Agent) Agent shall not be deemed to have waived any Default or Event of Default arising from any Credit Party’s failure to maintain such insurance or pay any premiums therefor. All sums so disbursed, including reasonable attorneys’ fees, court costs and other charges related thereto, shall be payable on demand by U.S. US Borrowers to Agent, with respect to amounts owed to Agent, or by Canadian Borrower to Agent (or, in the case of Canadian Borrower, Canadian Agent) , with respect to amounts owed to Canadian Agent and shall be additional Obligations hereunder secured by the Collateral. No Credit Party shall be required to obtain “war risk” or anti-terrorism insurance . (b) Agent and, with respect to any aircraft owned Canadian Credit Party, Canadian Agent reserves the right at any time upon any change in any Credit Party’s risk profile (including any change in the product mix maintained by any Credit Party or leased any laws affecting the potential liability of such Credit Party) to require additional forms and limits of insurance to, in Agent’s or Canadian Agent’s opinion, adequately protect Agent’s, Canadian Agent’s and Lenders’ interests in all or any portion of the Collateral and to ensure that each Credit Party is protected by itinsurance in amounts and with coverage customary for its industry. If reasonably requested by Agent or Canadian Agent, each Credit Party shall deliver to Agent or Canadian Agent, as applicable, from time to time a report of a reputable insurance broker, reasonably satisfactory to Agent or Canadian Agent, as applicable, with respect to its insurance policies. (bc) Each Credit Party shall deliver to Agent (orAgent, in the case of Canadian Borrower and its Subsidiarieswith respect to US Credit Parties, or Canadian Agent), with respect to Canadian Credit Parties, in form and substance reasonably satisfactory to Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), endorsements to (i) all “All Risk” and business interruption insurance naming Agent (or, in the case of Canadian Borrower and its Subsidiaries, or Canadian Agent), on behalf of itself and Lendersas applicable, as loss payeepayee and, with respect to Canadian Credit Parties, containing the standard mortgage clause approved by the Insurance Bureau of Canada, and (ii) all general liability and other liability policies naming Agent or Canadian Agent, as applicable, as additional insured. Each US Credit Party irrevocably makes, constitutes and appoints Agent (orand all officers, in the case of employees or agents designated by Agent) and each Canadian Borrower Credit Party irrevocably makes, constitutes and its Subsidiariesappoints Canadian Agent (and all officers, employees or agents designated by Canadian Agent), on behalf so long as any Default or Event of itself Default has occurred and Lendersis continuing or the anticipated insurance proceeds exceed $5,000,000, as additional insuredssuch Credit Party’s true and lawful agent and attorney-in-fact for the purpose of making, settling and adjusting claims under such “All Risk” policies of insurance, endorsing the name of such Credit Party on any check or other item of payment for the proceeds of such “All Risk” policies of insurance and for making all determinations and decisions with respect to such “All Risk” policies of insurance. Each Neither Agent nor Canadian Agent shall have any duty to exercise any rights or powers granted to it pursuant to the foregoing power-of-attorney. Borrower Representative shall promptly notify Agent (or, in the case of and Canadian Borrower, Canadian Agent) Agent of any loss, damage, or destruction to the Collateral in the amount of $500,000 or the Dollar Equivalent thereof 2,000,000 or more, whether or not covered by insurance. After deducting from such proceeds the expenses, if any, incurred by Agent and Canadian Agent in the collection or handling thereof, Agent and Canadian Agent may, at their option, apply such proceeds to the reduction of the Obligations in accordance with Section 1.3(d) or permit or require the applicable Credit Parties other than Canadian Borrower Party to use such money, or any part thereof, to replace, repair, restore or rebuild the Collateral in a diligent and its Subsidiaries shall apply expeditious manner with materials and workmanship of substantially the same quality as existed before the loss, damage or destruction. Notwithstanding the foregoing, so long as no Default or Event of Default has occurred and is continuing, if the casualty giving rise to such insurance proceeds could not reasonably be expected to have a Material Adverse Effect and such insurance proceeds do not exceed $10,000,000 in the aggregate or, to the extent that the proceeds from a sale of such casualty insurance assets would have been deemed Excluded Proceeds had such assets been disposed of prior to the outstanding balance of loss, Agent and Canadian Agent shall permit the U.S. Revolving Loan. Canadian Borrower and its Subsidiaries applicable Credit Party to replace, restore, repair or rebuild the property; provided that if such Credit Party shall apply the proceeds not have completed or entered into binding agreements to complete such replacement, restoration, repair or rebuilding within 365 days of such casualty casualty, Agent and Canadian Agent may apply such insurance proceeds to the outstanding balance of Obligations in accordance with Section 1.3(d). All insurance proceeds that are to be made available to US Borrowers to replace, repair, restore or rebuild the Canadian Revolving Loan. The Revolving Loan Commitment Collateral shall not be reduced as a result of any such payments. Credit Parties shall apply the proceeds of such casualty insurance applied by Agent to reduce the outstanding principal balance of the Revolving Loans Loan (which application shall not result in accordance a permanent reduction of the Revolving Loan Commitment). All insurance proceeds made available to any Credit Party that is not a US Borrower to replace, repair, restore or rebuild Collateral shall be deposited in a cash collateral account. Thereafter, (A) with Section 1.5(drespect to insurance proceeds of US Credit Parties, such funds shall be made available to US Borrowers or other US Credit Parties, as applicable, to provide funds to replace, repair, restore or rebuild the (i) unless reinvested or contractually committed Borrower Representative shall request a Revolving Credit Advance to be reinstated within one yearmade to US Borrowers or a release from the cash collateral account to be made to US Credit Parties in the amount requested to be released; and (ii) so long as the conditions set forth in Section 2.2 have been met, First Lien Lenders shall make such Revolving Credit Advance or, so long as no Default or Event of Default has occurred and is continuing, Agent shall release funds from the cash collateral account; or (B) with respect to insurance proceeds of Canadian Credit Parties, such funds shall be made available to Canadian Borrower or other Canadian Credit Parties, as applicable, to provide funds to replace, repair, restore or rebuild the Canadian Collateral as follows: (i) Borrower Representative shall request a release from the cash collateral account to be made to Canadian Credit Parties in the amount requested to be released; and (ii) so long as no Default or Event of Default has occurred and is continuing, Canadian Agent shall release funds from the cash collateral account. To the extent not used to replace, repair, restore or rebuild the Collateral, such insurance proceeds shall be applied as agreed among the Lenders.

Insurance; Damage to or Destruction of Collateral. (a) The Credit Parties shall, at their sole cost and expense, maintain the policies of insurance described on Disclosure Schedule 5.18 (3.18) as in effect on the Closing Date date hereof or otherwise maintain or cause in form and amounts and with insurers reasonably acceptable to be maintainedAgent and, with financially sound and reputable insurers, such public liability insurance, third party property damage insurance, business interruption insurance and casualty insurance with respect to liabilitiesCanadian Credit Parties, losses or damage in respect of the assets, properties and businesses of the Credit Parties as may customarily be carried or maintained under similar circumstances by corporations of established reputation engaged in similar businesses, in each case in such amounts (giving effect to self-insurance of liabilities), with such deductibles, covering such risks and otherwise on such terms and conditions as shall be customary for corporations similarly situated in the industryCanadian Agent. Such policies of insurance (or the loss payable and additional insured endorsements delivered to Agent (orAgent, in the case of Canadian Borrowerwith respect to US Credit Parties, or Canadian Agent), with respect to Canadian Credit Parties) shall contain provisions pursuant to which the insurer agrees to provide thirty (30) 30 days prior written notice to Agent (orand, in with respect to the case of Canadian BorrowerCredit Parties, Canadian Agent) Agent in the event of any non-renewal, cancellation or amendment of any such insurance policy (other than for non-payment of premium, in which case ten (10) days notice shall be given)policy. If any Credit Party at any time or times hereafter shall fail to obtain or maintain any of the policies of insurance required above above, or to pay all premiums relating thereto, Agent (orAgent, in the case of Canadian Borrowerwith respect to any US Credit Parties, or Canadian Agent) , with respect to any Canadian Credit Parties, may at any time or times thereafter obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto that Agent (or, in the case of Canadian Borrower, or Canadian Agent) , as applicable, deems advisable. Neither Agent (or, in the case of nor Canadian Borrower, Canadian Agent) Agent shall have no any obligation to obtain insurance for any Credit Party or pay any premiums therefor. By doing so, neither Agent (or, in the case of nor Canadian Borrower, Canadian Agent) Agent shall not be deemed to have waived any Default or Event of Default arising from any Credit Party’s 's failure to maintain such insurance or pay any premiums therefor. All sums so disbursed, including reasonable attorneys’ ' fees, court costs and other charges related thereto, shall be payable on demand by U.S. US Borrowers to Agent, with respect to amounts owed to Agent, or by Canadian Borrower to Agent (or, in the case of Canadian Borrower, Canadian Agent) , with respect to amounts owed to Canadian Agent and shall be additional Obligations hereunder secured by the Collateral. No Credit Party shall be required to obtain “war risk” or anti-terrorism insurance . (b) Agent and, with respect to any aircraft owned Canadian Credit Party, Canadian Agent reserves the right at any time upon any change in any Credit Party's risk profile (including any change in the product mix maintained by any Credit Party or leased any laws affecting the potential liability of such Credit Party) to require additional forms and limits of insurance to, in Agent's or Canadian Agent's opinion, adequately protect Agent's, Canadian Agent's and Lenders' interests in all or any portion of the Collateral and to ensure that each Credit Party is protected by itinsurance in amounts and with coverage customary for its industry. If reasonably requested by Agent or Canadian Agent, each Credit Party shall deliver to Agent or Canadian Agent, as applicable, from time to time a report of a reputable insurance broker, reasonably satisfactory to Agent or Canadian Agent, as applicable, with respect to its insurance policies. (bc) Each Credit Party shall deliver to Agent (orAgent, in the case of Canadian Borrower and its Subsidiarieswith respect to US Credit Parties, or Canadian Agent), with respect to Canadian Credit Parties, in form and substance reasonably satisfactory to Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), endorsements to (i) all “"All Risk” " and business interruption insurance naming Agent (or, in the case of Canadian Borrower and its Subsidiaries, or Canadian Agent), on behalf of itself and Lendersas applicable, as loss payeepayee and, with respect to Canadian Credit Parties, containing the standard mortgage clause approved by the Insurance Bureau of Canada, and (ii) all general liability and other liability policies naming Agent or Canadian Agent, as applicable, as additional insured. Each US Credit Party irrevocably makes, constitutes and appoints Agent (orand all officers, in the case of employees or agents designated by Agent) and each Canadian Borrower Credit Party irrevocably makes, constitutes and its Subsidiariesappoints Canadian Agent (and all officers, employees or agents designated by Canadian Agent), on behalf so long as any Default or Event of itself Default has occurred and Lendersis continuing or the anticipated insurance proceeds exceed $2,000,000, as additional insuredssuch Credit Party's true and lawful agent and attorney-in-fact for the purpose of making, settling and adjusting claims under such "All Risk" policies of insurance, endorsing the name of such Credit Party on any check or other item of payment for the proceeds of such "All Risk" policies of insurance and for making all determinations and decisions with respect to such "All Risk" policies of insurance. Each Neither Agent nor Canadian Agent shall have any duty to exercise any rights or powers granted to it pursuant to the foregoing power-of-attorney. Borrower Representative shall promptly notify Agent (or, in the case of and Canadian Borrower, Canadian Agent) Agent of any loss, damage, or destruction to the Collateral in the amount of $500,000 or the Dollar Equivalent thereof 2,000,000 or more, whether or not covered by insurance. After deducting from such proceeds the expenses, if any, incurred by Agent and Canadian Agent in the collection or handling thereof, Agent and Canadian Agent may, at their option, apply such proceeds to the reduction of the Obligations in accordance with Section 1.3(d) or permit or require the applicable Credit Party to use such money, or any part thereof, to replace, repair, restore or rebuild the Collateral in a diligent and expeditious manner with materials and workmanship of substantially the same quality as existed before the loss, damage or destruction. Notwithstanding the foregoing, so long as no Default or Event of Default has occurred and is continuing, if the casualty giving rise to such insurance proceeds could not reasonably be expected to have a Material Adverse Effect and such insurance proceeds do not exceed $10,000,000 in the aggregate or, to the extent that the proceeds from a sale of such assets would have been deemed Excluded Proceeds had such assets been disposed of prior to the loss, Agent and Canadian Agent shall permit the applicable Credit Party to replace, restore, repair or (i) Borrower Representative shall request a US Revolving Credit Advance to be made to US Borrowers or a release from the cash collateral account to be made to US Credit Parties other than in the amount requested to be released; (ii) so long as the conditions set forth in Section 2.2 have been met, A Loan Lenders shall make such US Revolving Credit Advance or, so long as no Default or Event of Default has occurred and is continuing, Agent shall release funds from the cash collateral account; and (iii) in the case of insurance proceeds applied against the US Revolving Loan, the Reserve established with respect to such insurance proceeds shall be reduced by the amount of such US Revolving Credit Advance or (B) with respect to insurance proceeds of Canadian Credit Parties, such funds shall be made available to Canadian Borrower and its Subsidiaries or other Canadian Credit Parties, as applicable, to provide funds to replace, repair, restore or rebuild the Canadian Collateral as follows: (i) Borrower Representative shall apply the proceeds of such casualty insurance request a Canadian Revolving Credit Advance to the outstanding balance of the U.S. Revolving Loan. be made to Canadian Borrower or a release from the cash collateral account to be made to Canadian Credit Parties in the amount requested to be released; (ii) so long as the conditions set forth in Section 2.2 have been met, Canadian Lenders shall make such Canadian Revolving Credit Advance or, so long as no Default or Event of Default has occurred and its Subsidiaries is continuing, Canadian Agent shall apply release funds from the cash collateral account; and (iii) in the case of insurance proceeds of such casualty insurance to the outstanding balance of applied against the Canadian Revolving Loan. The Revolving Loan Commitment , the Canadian Reserve established with respect to such insurance proceeds shall not be reduced as a result of any such payments. Credit Parties shall apply by the proceeds amount of such casualty Canadian Revolving Credit Advance. To the extent not used to replace, repair, restore or rebuild the Collateral, such insurance to the outstanding balance of the Revolving Loans proceeds shall be applied in accordance with Section 1.5(d) unless reinvested or contractually committed to be reinstated within one year1.3(d).

Insurance; Damage to or Destruction of Collateral. (a) The Credit Parties shall, at their sole cost and expense, maintain the policies of insurance described on Schedule 5.18 as in effect on the Closing Date or otherwise maintain or cause to be maintained, with financially sound and reputable insurers, such public liability insurance, third party property damage insurance, business interruption insurance and casualty insurance with respect to liabilities, losses or damage in respect of the assets, properties and businesses of the Credit Parties as may customarily be carried or maintained under similar circumstances by corporations of established reputation engaged in similar businesses, in each case in such amounts (giving effect to self-insurance of liabilities), with such deductibles, covering such risks and otherwise on such terms and conditions as shall be customary for corporations similarly situated in the industry. Such policies of insurance (or the loss payable and additional insured endorsements delivered to Agent (or, in the case of Canadian Borrower, Canadian Agent)) shall contain provisions pursuant to which the insurer agrees to provide thirty (30) days prior written notice to Agent (or, in the case of Canadian Borrower, Canadian Agent) in the event of any non-renewal, cancellation or amendment of any such insurance policy (other than for non-payment of premium, in which case ten (10) days notice shall be given). If any Credit Party at any time or times hereafter shall fail to obtain or maintain any of the policies of insurance required above or to pay all premiums relating thereto, Agent (or, in the case of Canadian Borrower, Canadian Agent) may at any time or times thereafter obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto that Agent (or, in the case of Canadian Borrower, Canadian Agent) reasonably deems advisable. Agent (or, in the case of Canadian Borrower, Canadian Agent) shall have no obligation to obtain insurance for any Credit Party or pay any premiums therefor. By doing so, Agent (or, in the case of Canadian Borrower, Canadian Agent) shall not be deemed to have waived any Default or Event of Default arising from any Credit Party’s failure to maintain such insurance or pay any premiums therefor. All sums so disbursed, including reasonable attorneys’ fees, court costs and other charges related thereto, shall be payable on demand by U.S. Borrower Borrowers to Agent (or, in the case of Canadian Borrower, Canadian Agent) and shall be additional Obligations hereunder secured by the Collateral. No Credit Party shall be required to obtain “war risk” or anti-terrorism insurance with respect to any aircraft owned or leased by it. (b) Each Credit Party shall deliver to Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), in form and substance reasonably satisfactory to Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), endorsements to (i) all “All Risk” and business interruption insurance naming Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), on behalf of itself and Lenders, as loss payee, and (ii) all general liability and other liability policies naming Agent (or, in the case of Canadian Borrower and its Subsidiaries, Canadian Agent), on behalf of itself and Lenders, as additional insureds. Each Borrower shall promptly notify Agent (or, in the case of Canadian Borrower, Canadian Agent) of any loss, damage, or destruction to the Collateral in the amount of $500,000 or the Dollar Equivalent thereof or more, whether or not covered by insurance. Credit Parties (other than Canadian Borrower and its Subsidiaries Subsidiaries) shall apply the proceeds of such casualty insurance to the outstanding balance of the U.S. Revolving Loan. Canadian Borrower and its Subsidiaries shall apply the proceeds of such casualty insurance to the outstanding balance of the Canadian Revolving Loan. The Revolving Loan Commitment shall not be reduced as a result of any such payments. Credit Parties shall apply the proceeds of such casualty insurance to the outstanding balance of the Revolving Loans in accordance with Section 1.5(d1.5(e) unless reinvested or contractually committed to be reinstated reinvested within one year.