Common use of Insurance Proceeds Account Clause in Contracts

Insurance Proceeds Account. (a) All cash, cash equivalents, instruments, investments and securities at any time on deposit in the Insurance Proceeds Account, including all interest or other income earned with respect thereto, are herein called the "CASUALTY PROCEEDS DEPOSITS". (b) The Casualty Proceeds Deposits shall be accumulated in the Insurance Proceeds Account and held therein until paid to or upon the order of the Company as provided in paragraph (c) of this Section, or used by the Administrative Agent as provided in paragraph (d) of this Section, or returned to the Company as provided in Section 8.30. (c) Subject to the provisions of paragraph (d) of this Section, Casualty Proceeds Deposits shall be paid over to or upon the order of the Company to reimburse it for, or to pay, the cost of repairing, rebuilding or otherwise replacing the damaged or destroyed or lost or condemned property in respect of which such moneys were received, upon the receipt by the Administrative Agent of a certificate of the Company (i) setting forth in reasonable detail the work done or proposed to be done and materials purchased or to be purchased by way of the renewal, repair, rebuilding or other replacement of the damaged or destroyed or lost or condemned property and (ii) stating the specific amount requested to be paid over to or upon the order of the Company (or such other Person) or that such amount is requested to reimburse the Company, as the case may be, for, or to pay, costs actually incurred to repair, rebuild or replace property and that such amount, together with amounts remaining in the Insurance Proceeds Account for such purpose and other funds of the Company available for such purpose, are sufficient to pay in full the costs of such renewal, repair, rebuilding or other replacement. In the event that any amounts remain in the Insurance Proceeds Account after application thereof in accordance with this paragraph, the Administrative Agent shall apply such Casualty Proceeds Deposits to the payment of the Obligations in accordance with Section 2.9(d). (d) If the Company shall at any time notify the Administrative Agent that an Event of Loss has occurred, then, unless the affected portion of the Project is being repaired, replaced, restored or re-built in accordance with Section 5.20(b), the Administrative Agent shall, on the third Business Day following the date on which the Casualty Proceeds with respect to such Event of Loss are deposited to the Insurance Proceeds Account, withdraw the Casualty Proceeds Deposits relating thereto from the Insurance Proceeds Account and apply them to the payment of the Obligations in accordance with Section 2.9(d). If the Project is being repaired, replaced or restored or re-built in accordance with Section 5.20(b), the provisions of paragraph (c) above shall apply.

Insurance Proceeds Account. (a) All cash, cash equivalents, instruments, investments and securities at any time on deposit in the Insurance Proceeds Account, including all interest or other income earned with respect thereto, are herein called the "CASUALTY PROCEEDS DEPOSITS". (b) The Casualty Proceeds Deposits shall be accumulated in the Insurance Proceeds Account and held therein until paid to or upon the order of the Company Borrower as provided in paragraph (c) of this Section, or used by paid to the Administrative Agent as provided in paragraph (d) of this Section, or returned to the Company Borrower as provided in Section 8.308.32. (c) Subject to the provisions of paragraph (d) of this Section, Casualty Proceeds Deposits shall be paid over to or upon the order of the Company Borrower (or directly to the Persons entitled thereto, in the case of amounts in excess of $200,000) to reimburse it for, or to pay, the cost of repairing, rebuilding or otherwise replacing the damaged or destroyed or lost or condemned property in respect of which such moneys were received, upon the receipt by the Collateral Trustee and the Administrative Agent of a certificate of the Company Borrower (iA) setting forth in reasonable detail the work done or proposed to be done and materials purchased or to be purchased by way of the renewal, repair, rebuilding or other replacement of the damaged or destroyed or lost or condemned property and (iiB) stating the specific amount requested to be paid over to or upon the order of the Company Borrower (or such other Person) or that such amount is requested to reimburse the CompanyBorrower, as the case may be, for, or to pay, costs actually incurred to repair, rebuild or replace property and that such amount, together with amounts remaining in the Insurance Proceeds Account for such purpose and other funds of the Company Borrower available for such purpose, are sufficient to pay in full the costs of such renewal, repair, rebuilding or other replacement. In the event that any amounts remain in the Insurance Proceeds Account after application thereof in accordance with this paragraph, the Administrative Agent Collateral Trustee shall apply transfer such Casualty Proceeds Deposits to the Administrative Agent to be applied to the payment of the Obligations in accordance with Section Sections 2.9(d) and 2.9(j). (d) If the Company Borrower or the Administrative Agent shall at any time notify the Administrative Agent Collateral Trustee that an Event of Loss has occurred, then, unless the affected portion of the Project FLAG System is being repaired, replaced, restored or re-built repaired in accordance with Section 5.20(b5.19(b), the Administrative Agent Collateral Trustee shall, on the third Business Day following the date on which the Casualty Proceeds with respect to such Event of Loss are deposited to the Insurance Proceeds Account, withdraw the Casualty Proceeds Deposits relating thereto from the Insurance Proceeds Account and apply them deliver the same to the Administrative Agent to be applied to the payment of the Obligations in accordance with Section 2.9(d). If the Project FLAG System is being repaired, replaced or restored or re-built repaired in accordance with Section 5.20(b5.19(b), the provisions of paragraph (c) above shall apply.

Insurance Proceeds Account. (a) All cash, cash -------------------------- equivalents, instruments, investments and securities at any time on deposit in the Insurance Proceeds Account, including all interest or other income earned with respect thereto, are herein called referred to as the "CASUALTY PROCEEDS DEPOSITSCasualty Proceeds ----------------- Deposits".. -------- (b) The Casualty Proceeds Deposits shall be accumulated in the Insurance Proceeds Account and held therein until paid to or upon the order of the Company Borrower as provided in paragraph (c) of this SectionSection 8.13, or used by paid to the ------------- ------------ Administrative Agent as provided in paragraph (d) or (e) of this SectionSection 8.13, ------------- --- ------------ or returned to the Company Borrower as provided in Section 8.30.8.32. ------------ (c) Subject to the provisions of paragraph paragraphs (d) and (e) of this SectionSection -------------- --- ------- 8.13, Casualty Proceeds Deposits shall be paid over to or upon the order of the Company ---- Borrower (or directly to the Persons entitled thereto in the case of amounts in excess of $200,000) to reimburse it for, or to pay, the cost of repairing, rebuilding or otherwise replacing the damaged or destroyed or damaged, destroyed, lost or condemned property in respect of which such moneys were received, upon the receipt by the Administrative Agent of a certificate of the Company Borrower (iA) setting forth in reasonable detail the work done or proposed to be done and materials purchased or to be purchased by way of the renewal, repair, rebuilding or other replacement of the damaged or destroyed or damaged, destroyed, lost or condemned property and (iiB) stating the specific amount requested to be paid over to or upon the order of the Company Borrower (or such other Person) or that such amount is requested to reimburse the CompanyBorrower, as the case may be, for, or to pay, costs actually incurred to repair, rebuild or replace property and that such amount, together with amounts remaining in the Insurance Proceeds Account for such purpose and other funds of the Company Borrower available for such purpose, are sufficient to pay in full the costs of such renewal, repair, rebuilding or other replacement. In the event that any amounts remain in the Insurance Proceeds Account after application thereof in accordance with this paragraphparagraph (c), the Administrative ------------- Agent shall apply transfer such Casualty Proceeds Deposits to the payment of the Obligations in accordance with Section 2.9(d)Revenue Account. (d) If the Company Borrower shall at any time notify the Administrative Agent that an Event of Loss has occurred, then, unless the affected portion of the Project System is being repaired, replaced, restored or re-built repaired in accordance with Section 5.20(b)5.22, the Administrative Agent shall, on shall promptly apply the third Business Day following the date on which the Casualty Proceeds with respect to such Event of Loss are deposited to the Insurance Proceeds Account, withdraw the ------------ Casualty Proceeds Deposits relating thereto from in the Insurance Proceeds Account and apply them to the payment of the Obligations in accordance with Section 2.9(d2.11(d). If the Project System is being repaired, replaced or restored or re-built --------------- repaired in accordance with Section 5.20(b)5.22, the provisions of paragraph (c) above ------------ ------------- shall apply. (e) If an Event of Default has occurred and is continuing and the Loans have been accelerated in accordance with Article VII, then the Administrative ----------- Agent shall promptly apply the Casualty Proceeds Deposits in the Insurance Proceeds Account to the payment of the Obligations in such order as the Administrative Agent may elect.

Insurance Proceeds Account. (a) All cash, cash -------------------------- equivalents, instruments, investments and securities at any time on deposit in the Insurance Proceeds Account, including all interest or other income earned with respect thereto, are herein called the "CASUALTY PROCEEDS DEPOSITSCasualty Proceeds Deposits".. -------------------------- (b) The Casualty Proceeds Deposits shall be accumulated in the Insurance Proceeds Account and held therein until paid to or upon the order of the Company Borrower as provided in paragraph (c) of this SectionSection 8.13, or used by paid to the ------------- ------------ Administrative Agent as provided in paragraph (d) or (e) of this SectionSection 8.13, ------------- --- ------------ or returned to the Company Borrower as provided in Section 8.30.8.27. ------------ (c) Subject to the provisions of paragraph paragraphs (d) and (e) of this SectionSection -------------- --- ------- 8.13, Casualty Proceeds Deposits shall be paid over to or upon the order of the Company ---- Borrower (or directly to the Persons entitled thereto, in the case of amounts in excess of $200,000) to reimburse it for, or to pay, the cost of repairing, rebuilding or otherwise replacing the damaged or destroyed or lost or condemned property in respect of which such moneys were received, upon the receipt by the Administrative Agent of a certificate of the Company Borrower (iA) setting forth in reasonable detail the work done or proposed to be done and materials purchased or to be purchased by way of the renewal, repair, rebuilding or other replacement of the damaged or destroyed or lost or condemned property and (iiB) stating the specific amount requested to be paid over to or upon the order of the Company Borrower (or such other Person) or that such amount is requested to reimburse the CompanyBorrower, as the case may be, for, or to pay, costs actually incurred to repair, rebuild or replace property and that such amount, together with amounts remaining in the Insurance Proceeds Account for such purpose and other funds of the Company Borrower available for such purpose, are sufficient to pay in full the costs of such renewal, repair, rebuilding or other replacement. In the event that any amounts remain in the Insurance Proceeds Account after application thereof in accordance with this paragraphparagraph (c), the Administrative ------------- Agent shall apply transfer such Casualty Proceeds Deposits to the payment of the Obligations in accordance with Section 2.9(d)Revenue Account. (d) If the Company Borrower shall at any time notify the Administrative Agent that an Event of Loss has occurred, then, unless the affected portion of the Project System is being repaired, replaced, restored or re-built repaired in accordance with Section 5.20(b)5.22, the Administrative Agent shall, on the third Business Day following the date on which the Casualty Proceeds with respect to such Event of Loss are deposited to the Insurance Proceeds Account, shall promptly withdraw ------------ the Casualty Proceeds Deposits relating thereto from the Insurance Proceeds Account and apply them deliver the same to the Administrative Agent to be applied to the payment of the Obligations in accordance with Section 2.9(d2.11(d). If the Project System is being repaired, replaced or restored or re-built repaired --------------- in accordance with Section 5.20(b)5.22, the provisions of paragraph (c) above shall ------------ ------------- apply. (e) If an Event of Default has occurred and is continuing and the Loans have been accelerated in accordance with Article VII, then the Administrative ----------- Agent shall promptly withdraw the Casualty Proceeds Deposits from the Insurance Proceeds Account and apply the same to the payment of the Obligations in such order as the Administrative Agent may elect.

Insurance Proceeds Account. (a) The Partnership and the Grantee shall deposit in the Insurance Proceeds Account all payments received by the Partnership or the Agent from any insurer pursuant to any insurance against loss or damage to the Project, or to any other insurable Collateral, maintained by the Partnership pursuant to Section 7.3 of the Reimbursement Agreement. The Partnership and the Grantee shall also deposit in the Insurance Proceeds Account the proceeds of any condemnation, requisition or other governmental taking of any portion of the Project received by it. (b) All cash, cash equivalents, instruments, investments moneys and securities at any time on deposit in the Insurance Proceeds Account, including all interest or other income earned with respect thereto, are herein called the "CASUALTY PROCEEDS DEPOSITSInsurance Proceeds Deposits". (bc) The Casualty Insurance Proceeds Deposits shall be accumulated in the Insurance Proceeds Account and held therein until paid to or upon the order of the Company as provided in paragraph (c) of this Section, or used by the Administrative Agent Partnership as provided in paragraph (d) of this SectionSection 4.12, or paid to the Grantee as provided in paragraph (e) or (f) of this Section 4.12, or returned to the Company Partnership as provided in Section 8.308.2 hereof. (cd) Subject to the provisions of paragraph paragraphs (de) and (f) of this SectionSection 4.12, Casualty moneys on deposit in the Insurance Proceeds Deposits Account shall be paid over to or upon the order of the Company Partnership to reimburse it for, or to pay, the cost of renewing, repairing, rebuilding or otherwise replacing the damaged or destroyed or lost or condemned property in respect of which such moneys were received, upon the receipt by the Administrative Security Agent of a certificate of the Company Treasurer of the Partnership, countersigned by the Grantee, (i) setting forth describing in reasonable detail the work done or proposed to be done and materials purchased or to be purchased by way of the renewal, repair, rebuilding or other replacement of the damaged or destroyed or lost or condemned property and property, (ii) stating the specific amount requested to be paid over to or upon the order of the Company (or such other Person) or Partnership, that such amount is requested to reimburse the Company, as the case may be, Partnership for, or to pay, costs actually incurred to the cost of such renewal, repair, rebuild rebuilding or replace property other replacement and that such amount, together with amounts remaining in the Insurance Proceeds Account for such purpose and other funds of the Company Partnership available for such purpose, are sufficient to pay in full the costs cost of such renewal, repair, rebuilding or other replacement. In the event , and (iii) stating that any amounts remain in the Insurance Proceeds Account after application thereof in accordance with this paragraph, the Administrative Agent shall apply such Casualty Proceeds Deposits to the payment no Default or Event of the Obligations in accordance with Section 2.9(d)Default has occurred and is continuing. (de) If the Company Grantee shall at any time notify the Administrative Security Agent in writing that an Event of Loss has occurred, then, unless the affected portion of Security Agent shall to the Project is being repaired, replaced, restored or re-built extent requested in accordance with Section 5.20(b), the Administrative Agent shall, on the third Business Day following the date on which the Casualty Proceeds with respect to such Event of Loss are deposited to writing promptly withdraw the Insurance Proceeds Account, withdraw the Casualty Proceeds Deposits relating thereto from the Insurance Proceeds Account and apply them deliver the same to the Grantee, for application by the Grantee to the payment of the Obligations in accordance with Section 2.9(d). such order as the Secured Parties may determine. (f) If the Project Grantee shall at any time notify the Security Agent in writing that an Event of Default under the Reimbursement Agreement has occurred and is being repairedcontinuing, replaced or restored or re-built then the Security Agent shall, if and to the extent requested in accordance with Section 5.20(b)such writing by the Grantee, promptly withdraw the provisions Insurance Proceeds Deposits from the Insurance Proceeds Account and deliver the same to the Grantee, to be held by the Grantee and applied to the payment of paragraph (c) above shall applythe Obligations as they become due in such order as the Secured Parties may determine.

Insurance Proceeds Account. (a) All cash, cash equivalents, instruments, investments and securities at any time on deposit in the Insurance Proceeds Account, including all interest or other income earned with respect thereto, are herein called the "CASUALTY PROCEEDS DEPOSITS". (b) The Casualty Proceeds Deposits shall be accumulated in the Insurance Proceeds Account and held therein until paid to or upon the order of the Company as provided in paragraph (c) of this Section, or used by the Administrative Agent as provided in paragraph (d) of this Section, or returned to the Company as provided in Section 8.30. (c) Subject to the provisions of paragraph (d) of this Section, Casualty Proceeds Deposits shall be paid over to or upon the order of the Company to reimburse it for, or to pay, the cost of repairing, rebuilding or otherwise replacing the damaged or destroyed or lost or condemned property in respect of which such moneys were received, upon the receipt by the Administrative Agent of a certificate of the Company (i) setting forth in reasonable detail the work done or proposed to be done and materials purchased or to be purchased by way of the renewal, repair, rebuilding or other replacement of the damaged or destroyed or lost or condemned property and (ii) stating the specific amount requested to be paid over to or upon the order of the Company (or such other Person) or that such amount is requested to reimburse the Company, as the case may be, for, or to pay, costs actually incurred to repair, rebuild or replace property and that such amount, together with amounts remaining in the Insurance Proceeds Account for such purpose and other funds of the Company available for such purpose, are sufficient to pay in full the costs of such renewal, repair, rebuilding or other replacement. In the event that any amounts remain in the Insurance Proceeds Account after application thereof in accordance with this paragraph, the Administrative Agent shall apply such Casualty Proceeds Deposits to the payment of the Obligations in accordance with Section 2.9(d).. 127 136 (d) If the Company shall at any time notify the Administrative Agent that an Event of Loss has occurred, then, unless the affected portion of the Project is being repaired, replaced, restored or re-built in accordance with Section 5.20(b), the Administrative Agent shall, on the third Business Day following the date on which the Casualty Proceeds with respect to such Event of Loss are deposited to the Insurance Proceeds Account, withdraw the Casualty Proceeds Deposits relating thereto from the Insurance Proceeds Account and apply them to the payment of the Obligations in accordance with Section 2.9(d). If the Project is being repaired, replaced or restored or re-built in accordance with Section 5.20(b), the provisions of paragraph (c) above shall apply.