Common use of Insurance; Payment of Premiums Clause in Contracts

Insurance; Payment of Premiums. All policies of insurance on the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agent. Borrowers shall deliver to Agent the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent at least thirty (30) days’ prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers or any other Person shall affect the right of Agent to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds directly to Agent after the occurrence of an Event of Default. Each Borrower irrevocably makes, constitutes and appoints Agent (and all officers, employees or agents designated by Agent) as such Borrower’s true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or maintain any of the policies required by this Section 7.6 or to pay any premium relating thereto, then Agent or any Lender, without waiving or releasing any obligation or Event of Default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums and take any other action which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable by Borrowers to Agent or such Lender upon demand and shall be additional Liabilities.

Insurance; Payment of Premiums. The Company shall, at its sole cost and expense, keep and maintain the Collateral insured for its full insurable value against loss or damage by fire, theft, explosion, sprinklers and all other hazards and risks ordinarily insured against by other owners or users of such properties in similar businesses and notify Investor promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. All policies of insurance on the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agentprudent business persons and all such policies shall be in such amounts as may be satisfactory to Investor. Borrowers The Company shall deliver to Agent Investor a certificate of insurance and, upon request, the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent at least thirty (30) days prior to their expiration datestherefor. Such policies of insurance shall contain an endorsement, in form and substance acceptable to AgentInvestor, showing all losses loss payable to Agent for the benefit of each LenderInvestor, as its interests may appear. Such endorsement endorsement, or an independent instrument furnished to Investor, shall provide that the insurance companies will give Agent Investor at least thirty (30) days’ days prior written notice before any such policy or policies of insurance shall be altered or canceled cancelled and that no act or default of Borrowers the Company or any other Person person shall affect the right of Agent Investor to recover under such policy or policies of insurance in case of loss or damage. Each Borrower The Company hereby directs all insurers under such policies of insurance to pay all proceeds payable thereunder directly to Agent after the occurrence of an Event of DefaultInvestor, as its interests may appear. Each Borrower The Company irrevocably makes, constitutes and appoints Agent Investor (and all officers, employees or agents designated by AgentInvestor) as such Borrower’s the Company's true and lawful attorney (and agent-in-fact fact) for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies)of insurance, endorsing the name of such Borrower in writing or by stamp the Company on any check, draft, instrument or other item items of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect to such policiespolicies of insurance. If such Borrower In the event the Company, at any time hereafter, shall fail to obtain or maintain any of the policies of insurance required by this Section 7.6 above or to pay any premium in whole or in part relating thereto, then Agent or any LenderInvestor, without waiving or releasing any obligation obligations or Event of Default default by such Borrower the Company hereunder, may at any time thereafter (but shall be under no obligation to do soto) obtain and maintain such policies of insurance and pay such premiums premium and take any other action with respect thereto which Agent or such Lender Investor deems advisable. All sums so disbursed by Agent or any LenderInvestor, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable on demand by Borrowers the Company to Agent or such Lender upon demand Investor and shall be additional Liabilitiesliabilities under the Senior Debentures secured by the Collateral.

Insurance; Payment of Premiums. The Company shall, at its sole cost and expense, keep and maintain the Collateral insured for its full insurable value against loss or damage by fire, theft, explosion, sprinklers and all other hazards and risks ordinarily insured against by other owners or users of such properties in similar businesses and notify Investor promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. All policies of insurance on the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agentprudent business persons and all such policies shall be in such amounts as may be satisfactory to Investor. Borrowers The Company shall deliver to Agent Investor a certificate of insurance and, upon request, the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent at least thirty (30) days prior to their expiration datestherefor. Such policies of insurance shall contain an endorsement, in form and substance acceptable to AgentInvestor, showing all losses loss payable to Agent for the benefit of each LenderInvestor, as its interests may appear. Such endorsement endorsement, or an independent instrument furnished to Investor, shall provide that the insurance companies will give Agent Investor at least thirty (30) days’ days prior written notice before any such policy or policies of insurance shall be altered or canceled and that no act or default of Borrowers the Company or any other Person person shall affect the right of Agent Investor to recover under such policy or policies of insurance in case of loss or damage. Each Borrower The Company hereby directs all insurers under such policies of insurance to pay all proceeds payable thereunder directly to Agent after the occurrence of an Event of DefaultInvestor, as its interests may appear. Each Borrower The Company irrevocably makes, constitutes and appoints Agent Investor (and all officers, employees or agents designated by AgentInvestor) as such Borrower’s the Company's true and lawful attorney (and agent-in-fact fact) for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies)of insurance, endorsing the name of such Borrower in writing or by stamp the Company on any check, draft, instrument or other item items of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect to such policiespolicies of insurance. If such Borrower In the event the Company, at any time hereafter, shall fail to obtain or maintain any of the policies of insurance required by this Section 7.6 above or to pay any premium in whole or in part relating thereto, then Agent or any LenderInvestor, without waiving or releasing any obligation obligations or Event of Default default by such Borrower the Company hereunder, may at any time thereafter (but shall be under no obligation to do soto) obtain and maintain such policies of insurance and pay such premiums premium and take any other action with respect thereto which Agent or such Lender Investor deems advisable. All sums so disbursed by Agent or any LenderInvestor, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable on demand by Borrowers the Company to Agent or such Lender upon demand Investor and shall be additional Liabilitiesliabilities under the Debenture secured by the Collateral.

Insurance; Payment of Premiums. All policies of insurance on the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agent. Borrowers shall deliver to Agent the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent at least thirty (30) days’ ' prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers or any other Person shall affect the right of Agent to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds directly to Agent after the occurrence of an Event of Default. Each Borrower irrevocably makes, constitutes and appoints Agent (and all officers, employees or agents designated by Agent) as such Borrower’s 's true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or maintain any of the policies required by this Section 7.6 or to pay any premium relating thereto, then Agent or any Lender, without waiving or releasing any obligation or Event of Default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums and take any other action which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable by Borrowers to Agent or such Lender upon demand and shall be additional Liabilities.

Insurance; Payment of Premiums. At its sole cost and expense, Borrower shall (i) keep and maintain the Collateral insured for the greater of original cost or replacement value of the Collateral against loss or damage by fire, theft, explosion, sprinklers and all other hazards and risks in amounts customary for companies of similar size engaged in the same or similar businesses; (ii) if applicable, maintain product liability insurance in an amount customary for the business conducted by Borrower and acceptable to Lender; and (iii) general public liability insurance in an amount satisfactory to Lender but in no event less than Ten Million Dollars ($10,000,000) per occurrence, for bodily injury and property damage. All policies of insurance on the Collateral or otherwise required under this Agreement hereunder shall be in form and amount satisfactory to Agent Lender and with insurers reasonably recognized as adequate by AgentLender. Borrowers Borrower shall deliver to Agent the original (or Lender a certified copy) copy of each policy of insuranceinsurance and, orif requested, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent Lender at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to AgentLender, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent Lender at least thirty (30) days’ ' prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers Borrower or any other Person person shall affect the right of Agent Lender to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds directly to Agent after the occurrence of an Event of Default. Each Borrower irrevocably makes, constitutes and appoints Agent (and all officers, employees or agents designated by Agent) as such Borrower’s true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or maintain any of the policies required by this Section 7.6 or to pay any premium relating thereto, then Agent or any Lender, without waiving or releasing any obligation or Event of Default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums and take any other action which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable by Borrowers to Agent or such Lender upon demand and shall be additional Liabilities.

Insurance; Payment of Premiums. Borrower shall keep adequately insured by reputable insurers, which, if requested by Lender, shall be acceptable to Lender, all the Collateral and such other assets which either owns or possesses for its full insurable value, subject to customary deductibles, against loss or damage by fire, theft, tornado, flood, explosion, sprinklers and all other hazards and risks ordinarily insured against by other owners or users of such properties in similar businesses, and notify Lender promptly of any event of occurrence causing a material loss or decline in value of the Collateral and such other assets and the estimated (or actual, if available) amount of such loss or decline. All policies of insurance on the Collateral or otherwise required under this Agreement and such other assets shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agentprudent business persons and all such policies shall be in such amounts as may be satisfactory to Lender. Borrowers Borrower shall deliver or cause to Agent be delivered to Lender the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, covering any Collateral and evidence of payment of all premiums therefor and for all policies of insurance. If requested by Lender, Borrower shall deliver renewals or cause to be delivered to Lender the original (or certified copy) of all such policies to Agent at least thirty (30) days prior to their expiration dateseach other policy of insurance. Such The policies of insurance shall contain an endorsement, in form and substance acceptable to AgentLender, showing providing for the payment of all losses payable to Agent for the benefit of each Lender. Such endorsement or any independent instrument furnished to Lender, shall provide that the insurance companies will give Agent Lender at least thirty (30) days’ days prior written notice before any such policy or policies of insurance shall be altered or canceled cancelled, and that no act or default of Borrowers the insured or any other Person shall affect the right of Agent Lender to recover under such policy or policies of insurance in case of loss or damage. Each Borrower hereby directs directs, to the full extent permitted by law, all insurers under such policies of insurance covering Collateral with a value in excess of $300,000.00 to pay all proceeds payable thereunder directly to Agent after Lender. In the occurrence of an Event of Default. Each Borrower irrevocably makesevent Borrower, constitutes and appoints Agent (and all officers, employees or agents designated by Agent) as such Borrower’s true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on at any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower time hereafter shall fail to obtain or maintain any of the policies of insurance required by this Section 7.6 above or to pay any premium in whole or in part relating thereto, then Agent or any Lender, without waiving or releasing any obligation obligations or Event of Default by such Borrower hereunder, may at any time thereafter (but Lender shall be under no obligation to do soto) obtain and maintain such policies of insurance and pay such premiums premium and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ fees, court costs, any related expenses and other charges relating thereto, shall be payable by Borrowers on demand to Agent or such Lender upon demand and shall be additional LiabilitiesObligations hereunder secured by the Collateral.

Insurance; Payment of Premiums. Borrower shall maintain insurance with respect to the Collateral and the use thereof with financially sound and reputable insurers in such amounts and against such liabilities and hazards as customarily is maintained by other companies operating similar businesses and, in any event, in an amount satisfactory to Lender. Each policy of insurance currently in effect is listed and described on Schedule IV attached hereto. Borrower shall deliver to Lender the original (or certified copy) of each policy of insurance and evidence of payment of all premiums therefor. Such policies of insurance shall name Lender as a loss payee and contain an endorsement, in form and in substance acceptable to Lender, which shall (i) specify Lender as insured, as its interest may appear, (ii) provide that the interest of Lender shall be insured regardless of any breach or violation by Borrower of warranties, declarations or conditions contained in such policies or any action or inaction of Borrower, other than nonpayment of premium, or others insured under such policies, (iii) provide a waiver of any right of the insurers to set off or counterclaim or any other deduction, whether by attachment or otherwise, (iv) provide, except in the case of public liability insurance and workmen’s compensation insurance, that all insurance proceeds for losses of less than $100,000.00 shall be adjusted with, and payable to, Borrower and that all insurance proceeds for losses of $100,000.00 or more shall be adjusted with, and payable to, Lender, (v) include effective waivers by the insurer of all claims for insurance premiums against Lender and (vi) provide that no cancellation thereof or change therein shall be effective until at least thirty (30) days after receipt by Lender of written notice thereof. Borrower shall notify Lender promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. All policies of insurance on the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agent. Borrowers shall deliver to Agent the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, prudent business persons and evidence of payment of all premiums therefor and shall deliver renewals of all such policies shall be in such amounts as may be satisfactory to Agent at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that In the insurance companies will give Agent event Borrower, at least thirty (30) days’ prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers or any other Person shall affect the right of Agent to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds directly to Agent after the occurrence of an Event of Default. Each Borrower irrevocably makestime hereafter, constitutes and appoints Agent (and all officers, employees or agents designated by Agent) as such Borrower’s true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or maintain any of the policies of insurance required by this Section 7.6 above or to pay any premium in whole or in part relating thereto, then Agent or any Lender, without waiving or releasing any obligation obligations or Event of Default default by such Borrower hereunder, may may, at any time thereafter (but shall be under no obligation to do so) to), obtain and maintain such policies of insurance and pay such premiums premium and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ and paralegals’ fees, court costs, expenses and other charges relating thereto, shall be payable on demand by Borrowers Borrower to Agent or such Lender upon demand and shall be additional LiabilitiesIndebtedness hereunder secured by the Collateral.

Insurance; Payment of Premiums. All policies of insurance on the Collateral or otherwise required under this Agreement hereunder shall be in form and amount satisfactory to Agent Lender and with insurers reasonably recognized as adequate by AgentLender. Borrowers Borrower shall deliver to Agent Lender the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent Lender at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent Lender at least thirty (30) days’ ' prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers Borrower or any other Person person shall affect the right of Agent Lender to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds payable thereunder directly to Agent after Lender for application against the occurrence Liabilities in the inverse order of an Event of Defaultmaturity. Each Borrower irrevocably makes, constitutes and appoints Agent Lender (and all officers, employees or agents designated by AgentLender) as such Borrower’s 's true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or to maintain any of the policies required by this Section 7.6 Agreement or to pay any premium relating thereto, then Agent or any Lender, without waiving or releasing any obligation or Event of Default default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable by Borrowers Borrower to Agent or such Lender upon demand and shall be additional Liabilities.

Insurance; Payment of Premiums. All policies of insurance on the Collateral or otherwise required under this Agreement hereunder shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agentprudent business persons and all such policies shall be in such amounts as may be satisfactory to Lender. Borrowers shall deliver to Agent Lender the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent at least thirty (30) days prior to their expiration datestherefor. Such policies of insurance shall contain an endorsement, in form and substance acceptable to AgentLender, naming Lender as an additional insured and showing all losses payable to Agent for Lender as the benefit of each Lenderlender's loss payee, with respect thereto. Such endorsement shall provide that the insurance companies will give Agent Lender at least thirty (30) days’ ' prior written notice before any such policy shall be altered or canceled cancelled and that no act or default of Borrowers or any other Person person shall affect the right of Agent Lender to recover under such policy in case of loss or damage. Each Borrower Borrowers hereby directs direct all insurers under such policies to pay all proceeds payable thereunder directly to Agent after Lender as Lender's loss payee subject to provisions of the occurrence of an Event of DefaultMortgage. Each Borrower irrevocably makes, constitutes and appoints Agent Lender (and all officers, employees or agents designated by AgentLender) as such Borrower’s 's true and lawful attorney (and agent-in-fact fact) for the purpose of making, settling and adjusting claims under such policies (provided that Agent Lender shall consult with such Borrower and make such reasonable accommodations as such Borrower shall request prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such any Borrower shall fail to obtain or maintain any of the policies required by this Section 7.6 10.6 or to pay any premium relating thereto, then Agent or any Lender, without waiving or releasing any obligation or Event of Default default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums premium and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable payable, on demand, by Borrowers to Agent or such Lender upon demand and shall be additional LiabilitiesLiabilities hereunder secured by the Collateral.

Insurance; Payment of Premiums. Borrower Group shall maintain insurance with respect to the Collateral and the use thereof with financially sound and reputable insurers in such amounts and against such liabilities and hazards as customarily is maintained by other companies operating similar businesses and, in any event, in an amount satisfactory to Lender. Each policy of insurance currently in effect is listed and described on Schedule IV attached hereto. Borrower Group shall deliver to Lender the original (or certified copy) of each policy of insurance and evidence of payment of all premiums therefor. Such policies of insurance shall name Lender as a loss payee and contain an endorsement, in form and in substance acceptable to Lender, which shall (i) specify Lender as insured, as its interest may appear, (ii) provide that the interest of Lender shall be insured regardless of any breach or violation by Borrower Group of warranties, declarations or conditions contained in such policies or any action or inaction of Borrower Group, other than nonpayment of premium, or others insured under such policies, (iii) provide a waiver of any right of the insurers to set off or counterclaim or any other deduction, whether by attachment or otherwise, (iv) provide, except in the case of public liability insurance and workmen’s compensation insurance, that all insurance proceeds for losses of less than $100,000.00 shall be adjusted with, and payable to, Borrower Group and that all insurance proceeds for losses of $100,000.00 or more shall be adjusted with, and payable to, Lender, (v) include effective waivers by the insurer of all claims for insurance premiums against Lender and (vi) provide that no cancellation thereof or change therein shall be effective until at least thirty (30) days after receipt by Lender of written notice thereof. Borrower Group shall notify Lender promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. All policies of insurance on the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agent. Borrowers shall deliver to Agent the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, prudent business persons and evidence of payment of all premiums therefor and shall deliver renewals of all such policies shall be in such amounts as may be satisfactory to Agent at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that In the insurance companies will give Agent event Borrower Group, at least thirty (30) days’ prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers or any other Person shall affect the right of Agent to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds directly to Agent after the occurrence of an Event of Default. Each Borrower irrevocably makestime hereafter, constitutes and appoints Agent (and all officers, employees or agents designated by Agent) as such Borrower’s true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or maintain any of the policies of insurance required by this Section 7.6 above or to pay any premium in whole or in part relating thereto, then Agent or any Lender, without waiving or releasing any obligation obligations or Event of Default default by such Borrower Group hereunder, may may, at any time thereafter (but shall be under no obligation to do so) to), obtain and maintain such policies of insurance and pay such premiums premium and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ and paralegals’ fees, court costs, expenses and other charges relating thereto, shall be payable on demand by Borrowers Borrower Group to Agent or such Lender upon demand and shall be additional Liabilities.Indebtedness hereunder secured by the Collateral. 27

Insurance; Payment of Premiums. Borrower shall keep and maintain the Collateral insured for its full insurable value against loss or damage by fire, theft, explosion, and all other hazards and risks ordinarily insured against by other owners or users of such properties, assets, and/or accounts in similar businesses and notify Lender promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. All policies of insurance on the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agentprudent business persons and all such policies shall be in such amounts as may be reasonably satisfactory to Lender. Borrowers Prior to Closing, Borrower shall deliver or cause to Agent be delivered to Lender the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent at least thirty (30) days prior to their expiration datestherefor. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, endorsement showing all losses loss payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent Lender at least thirty (30) days’ days prior written notice before any such policy or policies of insurance shall be altered canceled for any reason other than for non-payment of premium, and in the event the policy or policies shall be canceled and that no for non-payment of premium, Lender will receive ten (10) days prior written notice before such cancellation takes effect. Furthermore, in the event an insurer elects not to renew a policy providing coverage required herein, Lender shall receive ten (10) days' prior written notice before the expiration of such policy. No act or default of Borrowers Borrower or any other Person person or entity, other than Lender's gross negligence or willful misconduct, shall affect the right of Agent Lender to recover under such policy or policies of insurance in case of loss or damage. Each Subject to the foregoing, Borrower hereby directs all insurers under such policies of insurance to pay all proceeds payable thereunder directly to Agent after the occurrence of an Event of DefaultLender. Each Borrower irrevocably makes, constitutes and appoints Agent Lender (and all officers, employees or agents designated by AgentLender) as such Borrower’s its true and lawful attorney (and agent-in-fact fact) for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies)of insurance, endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item items of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect to such policiespolicies of insurance. If such Borrower In the event Borrower, at any time hereafter, shall fail to obtain or maintain any of the policies of insurance required by this Section 7.6 above or to pay any premium in whole or in part relating thereto, then Agent or any Lender, without waiving or releasing any obligation obligations or Event of Default default by such Borrower hereunder, may at any time thereafter (but shall be under no obligation to do soto) obtain and maintain such policies of insurance and pay such premiums premium and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable on demand, provided that Lender accompanies such demand by Borrowers a description of all such charges by Borrower to Agent or such Lender upon demand and shall be additional LiabilitiesLiabilities hereunder secured by the Collateral.

Insurance; Payment of Premiums. All policies of insurance on the Collateral or otherwise required under this Agreement hereunder shall be in form and amount satisfactory to Agent Lender and with insurers reasonably recognized as adequate by AgentLender. Borrowers Borrower shall deliver to Agent Lender the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent Lender at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to AgentLender, showing all losses payable to Agent for Lender to the benefit extent of each Lenderthe Liabilities outstanding at the time of the payment. Such endorsement shall provide that the insurance companies will give Agent Lender at least thirty (30) days’ ' prior written notice before any such policy shall be altered or canceled cancelled and that no act or default of Borrowers Borrower or any other Person person shall affect the right of Agent Lender to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds payable thereunder directly to Agent after Lender. Upon the occurrence and during the continuation of an a Default or Event of Default. Each , Borrower irrevocably makes, constitutes and appoints Agent Lender (and all officers, employees or agents designated by AgentLender) as such Borrower’s 's true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent Lender shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or maintain any of the policies required by this Section 7.6 10.5 or to pay any premium relating thereto, then Agent or any Lender, without waiving or releasing any obligation or Event of Default default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable by Borrowers Borrower to Agent or such Lender upon demand and shall be additional Liabilities.

Insurance; Payment of Premiums. All policies of insurance on the Collateral or otherwise required under this Agreement hereunder shall be in form and amount satisfactory to Agent Lender and with insurers reasonably recognized as adequate by AgentLender. Borrowers Borrower shall deliver to Agent the original (or a certified copy) of Lender binders for each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory with originals (or certified copies) to Agent, and follow as promptly as practical. Borrower shall also deliver evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent Lender at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to AgentLender, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent Lender at least thirty (30) days’ ' prior written notice before any such policy shall be altered or canceled cancelled and that no act or default of Borrowers Borrower or any other Person person shall affect the right of Agent Lender to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds payable thereunder directly to Agent after the occurrence of an Event of DefaultLender. Each Borrower irrevocably makes, constitutes and appoints Agent Lender (and all officers, employees or agents designated by AgentLender) as such Borrower’s 's true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent Lender shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or maintain any of the policies required by this Section 7.6 10.5 or to pay any premium relating thereto, then Agent or any Lender, without waiving or releasing any obligation or Event of Default default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable by Borrowers Borrower to Agent or such Lender upon demand and shall be additional Liabilities.

Insurance; Payment of Premiums. Borrower Group shall maintain insurance with respect to the Collateral and the use thereof with financially sound and reputable insurers in such amounts and against such liabilities and hazards as customarily is maintained by other companies operating similar businesses and, in any event, in an amount satisfactory to Lender. Each policy of insurance currently in effect is listed and described on Schedule IV attached hereto. Borrower Group shall deliver to Lender the original (or certified copy) of each policy of insurance and evidence of payment of all premiums therefor. Such policies of insurance shall name Lender as a loss payee and contain an endorsement, in form and in substance acceptable to Lender, which shall (i) specify Lender as insured, as its interest may appear, (ii) provide that the interest of Lender shall be insured regardless of any breach or violation by Borrower Group of warranties, declarations or conditions contained in such policies or any action or inaction of Borrower Group, other than nonpayment of premium, or others insured under such policies, (iii) provide a waiver of any right of the insurers to set off or counterclaim or any other deduction, whether by attachment or otherwise, (iv) provide, except in the case of public liability insurance and workmen’s compensation insurance, that all insurance proceeds for losses of less than $100,000.00 shall be adjusted with, and payable to, Borrower Group and that all insurance proceeds for losses of $100,000.00 or more shall be adjusted with, and payable to, Lender, (v) include effective waivers by the insurer of all claims for insurance premiums against Lender and (vi) provide that no cancellation thereof or change therein shall be effective until at least thirty (30) days after receipt by Lender of written notice thereof. Borrower Group shall notify Lender promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. All policies of insurance on the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agent. Borrowers shall deliver to Agent the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, prudent business persons and evidence of payment of all premiums therefor and shall deliver renewals of all such policies shall be in such amounts as may be satisfactory to Agent at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that In the insurance companies will give Agent event Borrower Group, at least thirty (30) days’ prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers or any other Person shall affect the right of Agent to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds directly to Agent after the occurrence of an Event of Default. Each Borrower irrevocably makestime hereafter, constitutes and appoints Agent (and all officers, employees or agents designated by Agent) as such Borrower’s true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or maintain any of the policies of insurance required by this Section 7.6 above or to pay any premium in whole or in part relating thereto, then Agent or any Lender, without waiving or releasing any obligation obligations or Event of Default default by such Borrower Group hereunder, may may, at any time thereafter (but shall be under no obligation to do so) to), obtain and maintain such policies of insurance and pay such premiums premium and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ and paralegals’ fees, court costs, expenses and other charges relating thereto, shall be payable on demand by Borrowers Borrower Group to Agent or such Lender upon demand and shall be additional LiabilitiesIndebtedness hereunder secured by the Collateral.

Insurance; Payment of Premiums. All policies of insurance on the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Administrative Agent and with insurers reasonably recognized as adequate by Administrative Agent. Borrowers shall give Administrative Agent written notice within two (2) days after a Borrower's policy will be materially altered or canceled. Borrowers shall further deliver to Agent the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates any renewals of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Administrative Agent at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent at least thirty (30) days’ prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers or any other Person shall affect the right of Agent to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds directly to Administrative Agent after the occurrence and during the continuation of an Event of Default. Each Borrower irrevocably makes, constitutes and appoints Administrative Agent (and all officers, employees or agents designated by Administrative Agent) as such Borrower’s 's true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Administrative Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policiespolicies and provided further that no Borrower shall have any liability to Administrative Agent or any Lender in the event that Administrative Agent is deemed to be a liable lender for taking or omitting to take any such actions), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or maintain any of the policies required by this Section 7.6 or to pay any premium relating thereto, then Administrative Agent or any Lender, without waiving or releasing any obligation or Event of Default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums and take any other action which Administrative Agent or such Lender deems advisable. All sums so disbursed by Administrative Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable by Borrowers to Administrative Agent or such Lender upon demand and shall be additional LiabilitiesIndebtedness.

Insurance; Payment of Premiums. At their sole cost and expense, the ------------------------------ Borrowers shall (i) keep and maintain the Collateral insured for the greater of original cost or replacement value of the Collateral against loss or damage by fire, theft, explosion, sprinklers and all other hazards and risks in amounts customary for companies of similar size engaged in the same or similar businesses; (ii) maintain product liability insurance in an amount customary for the business conducted by the Borrowers and acceptable to Lender; and (iii) general public liability insurance in an amount satisfactory to Lender but in no event less than Two Million Dollars ($2,000,000) per occurrence, for bodily injury and property damage. All policies of insurance on the Collateral or otherwise required under this Agreement hereunder shall be in form and amount satisfactory to Agent Lender and with insurers reasonably recognized as adequate by AgentLender. The Borrowers shall deliver to Agent the original (or Lender a certified copy) copy of each policy of insuranceinsurance and, orif requested, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent Lender at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to AgentLender, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent Lender at least thirty (30) days’ ' prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers any Borrower or any other Person person shall affect the right of Agent Lender to recover under such policy in case of loss or damage. Each Borrower The Borrowers hereby directs direct all insurers under such policies to pay all proceeds payable thereunder directly to Agent after Lender. After the occurrence and during the continuance of an Event a Default, each of Default. Each Borrower the Borrowers irrevocably makes, constitutes and appoints Agent Lender (and all officers, employees or agents designated by AgentLender) as such Borrower’s 's true and lawful attorney and agent-in-in- fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent Lender shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower the Borrowers shall fail to obtain or maintain any of the policies required by this Section 7.6 10.5 or to pay any premium relating thereto, then Agent or any Lender, without ------------ waiving or releasing any obligation or Event of Default default by such Borrower the Borrowers hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable by the Borrowers to Agent or such Lender upon demand and shall be additional Liabilities.

Insurance; Payment of Premiums. All policies of insurance on the Collateral or otherwise required under this Agreement hereunder shall be in form and amount satisfactory to Agent Lender and with insurers reasonably recognized as adequate by AgentLender. Borrowers Borrower shall deliver to Agent Lender evidence of the original (or a certified copy) existence of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver evidence of renewals of all such policies to Agent Lender at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to AgentLender, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent Lender at least thirty (30) days’ days prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers Borrower or any other Person person shall affect the right of Agent Lender to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds payable thereunder directly to Agent after the occurrence of an Event of DefaultLender. Each Borrower irrevocably makes, constitutes and appoints Agent Lender (and all officers, employees or agents designated by AgentLender) as such Borrower’s 's true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such Borrower shall fail to obtain or to maintain any of the policies required by this Section 7.6 Agreement or to pay any premium relating thereto, then Agent or any Lender, without waiving or releasing any obligation or Event of Default default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable by Borrowers Borrower to Agent or such Lender upon demand and shall be additional Liabilities.

Insurance; Payment of Premiums. Each Borrower shall keep and maintain the Collateral insured for its full insurable value against loss or damage by fire, theft, explosion, and all other hazards and risks ordinarily insured against by other owners or users of such properties, assets, and/or accounts in similar businesses and notify Lender promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. All policies of insurance on the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agentprudent business persons and all such policies shall be in such amounts as may be reasonably satisfactory to Lender. Prior to Closing, Borrowers shall deliver or cause to Agent be delivered to Lender the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent at least thirty (30) days prior to their expiration datestherefor. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, endorsement showing all losses loss payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent Lender at least thirty (30) days’ days prior written notice before any such policy or policies of insurance shall be altered canceled for any reason other than for non-payment of premium, and in the event the policy or policies shall be canceled and that no for non-payment of premium, Lender will receive ten (10) days prior written notice before such cancellation takes effect. Furthermore, in the event an insurer elects not to renew a policy providing coverage required herein, Lender shall receive ten (10) days' prior written notice before the expiration of such policy. No act or default of Borrowers any Borrower or any other Person person or entity, other than Lender's gross negligence or willful misconduct, shall affect the right of Agent Lender to recover under such policy or policies of insurance in case of loss or damage. Each Subject to the foregoing, each Borrower hereby directs all insurers under such policies of insurance to pay all proceeds payable thereunder directly to Agent after the occurrence of an Event of DefaultLender. Each Borrower irrevocably makes, constitutes and appoints Agent Lender (and all officers, employees or agents designated by AgentLender) as such Borrower’s its true and lawful attorney (and agent-in-fact fact) for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies)of insurance, endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item items of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect to such policiespolicies of insurance. If such Borrower In the event Borrowers, at any time hereafter, shall fail to obtain or maintain any of the policies of insurance required by this Section 7.6 above or to pay any premium in whole or in part relating thereto, then Agent or any Lender, without waiving or releasing any obligation obligations or Event of Default default by such any Borrower hereunder, may at any time thereafter (but shall be under no obligation to do soto) obtain and maintain such policies of insurance and pay such premiums premium and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable on demand, provided that Lender accompanies such demand by a description of all such charges by Borrowers to Agent or such Lender upon demand and shall be additional LiabilitiesLiabilities hereunder secured by the Collateral.

Insurance; Payment of Premiums. All policies of insurance on the Collateral or otherwise required under this Agreement hereunder shall be in form and amount satisfactory to Agent Lender and with insurers reasonably recognized as adequate by AgentLender. Borrowers Upon request of Lender, Borrower shall deliver to Agent Lender the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent Lender at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent at least thirty (30) days’ prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers or any other Person shall affect the right of Agent to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds directly to Agent after the occurrence of an Event of Default. Each Borrower irrevocably makes, constitutes and appoints Agent Lender (and all officers, employees or agents designated by Agent) Lender), as such Borrower’s 's true and lawful attorney and agent-in-fact for the purpose of making, settling and adjusting claims under such policies (provided that Agent shall consult with such Borrower prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies; provided, however, if no Event of Default has occurred and is continuing, Lender will deliver proceeds not to exceed $50,000 to Borrower to the extent necessary to replace any damaged, destroyed or otherwise lost Collateral with the remainder, if any, to be applied as provided in Section 5.2, in which case the Total Facility shall remain in effect pursuant to the terms of this Agreement and such amounts may be borrowed, repaid and reborrowed in accordance with the terms of this Agreement. If such Borrower shall fail to obtain or to maintain any of the policies required by this Section 7.6 Agreement or to pay any premium relating thereto, then Agent or any Lender, without waiving or releasing any obligation or Event of Default default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable by Borrowers Borrower to Agent or such Lender upon demand and shall be additional Liabilities.

Insurance; Payment of Premiums. All policies Borrowers shall maintain insurance in accordance with the terms described in this Section 10.5 and in accordance with the requirements of insurance on Exhibit K. At the Collateral or otherwise required under this Agreement shall be in form and amount satisfactory to Agent and with insurers reasonably recognized as adequate by Agent. request of Lender, Borrowers shall deliver to Agent Lender the original (or a certified copy) of each policy of insurance, or, in lieu thereof, certificates of such policies of insurance satisfactory to Agent, and evidence of payment of all premiums therefor and shall deliver renewals of all such policies to Agent at least thirty (30) days prior to their expiration dates. Such policies of insurance shall contain an endorsement, in form and substance acceptable to Agent, showing all losses payable to Agent for the benefit of each Lender. Such endorsement shall provide that the insurance companies will give Agent at least thirty (30) days’ prior written notice before any such policy shall be altered or canceled and that no act or default of Borrowers or any other Person shall affect the right of Agent to recover under such policy in case of loss or damage. Each Borrower hereby directs all insurers under such policies to pay all proceeds payable thereunder directly to Agent after the occurrence Lender as Lender's loss payee (excluding any proceeds of an Event of Defaultinsurance in connection with Environmental Insurance Claims). Each Borrower irrevocably makes, constitutes and appoints Agent Lender (and all officers, employees or agents designated by AgentLender) as such Borrower’s 's true and lawful attorney (and agent-in-fact fact) for the purpose of making, settling and adjusting claims under such policies (provided that Agent Lender shall consult with such Borrower and make such reasonable accommodations as such Borrower shall request prior to finally making, settling or adjusting claims under such policies), endorsing the name of such Borrower in writing or by stamp on any check, draft, instrument or other item of payment for the proceeds of such policies and for making all determinations and decisions with respect to such policies. If such either Borrower shall fail to obtain or maintain any of the policies required by this Section 7.6 10.5 and Exhibit K or to pay any premium relating thereto, then Agent or any Lender, without waiving or releasing any obligation or Event of Default default by such Borrower hereunder, may (but shall be under no obligation to do so) obtain and maintain such policies of insurance and pay such premiums premium and take any other action with respect thereto which Agent or such Lender deems advisable. All sums so disbursed by Agent or any Lender, including reasonable attorneys’ ' fees, court costs, expenses and other charges relating thereto, shall be payable payable, on demand, by Borrowers to Agent or such Lender upon demand and shall be additional LiabilitiesLiabilities hereunder secured by the Collateral.