Common use of Maintenance of Insurance; Insurance Proceeds Clause in Contracts

Maintenance of Insurance; Insurance Proceeds. (a) Maintain with insurance companies not Affiliates of the Borrower, insurance with respect to its properties and business against loss or damage of the kinds customarily insured against by Persons engaged in the same or similar business, of such types and in such amounts (after giving effect to any self-insurance compatible with the following standards) as are customarily carried under similar circumstances by such other Persons and providing for not less than 30 days’ prior notice to the Administrative Agent of termination, lapse or cancellation of such insurance. (b) If the Borrower or any of its Subsidiaries receives any condemnation proceeds or insurance proceeds (other than business interruption insurance proceeds) on account of any Collateral Loss, then the following provisions shall apply: (i) The Borrower shall, promptly upon receipt thereof, apply (or cause the applicable Subsidiary to apply) such proceeds first, as a mandatory prepayment of the then outstanding Revolving Credit Loans, and (A) if an Event of Default is continuing or (B) until the Borrower delivers to the Administrative Agent a Compliance Certificate or a certificate of a Financial Officer of the Borrower demonstrating that, after giving effect to such Collateral Loss on a pro forma basis, the Borrower and its Subsidiaries would have been in compliance with Sections 7.11(a) and 7.11(b) as of the end of the most recent fiscal quarter, second to Cash Collateralize the then Outstanding Amount of all L/C Obligations in an amount equal to 100% of the amount thereof, and third, any remaining amounts may be retained by the Borrower or the applicable Subsidiary. (ii) Subject to the conditions set forth in Section 4.02, the Borrower may request a Revolving Credit Borrowing to finance the rebuilding, restoration or replacement of such Collateral or to invest in another capital project that, in the reasonable judgment of the Borrower, would be more useful to the Business. If the Borrower elects to do any of the foregoing, then the Borrower shall (A) promptly after making such election, give written notice thereof to the Administrative Agent, (B) take all actions required by Section 6.12 with respect to such Collateral or other capital project, and (C) work diligently to complete such rebuilding, restoration, or replacement or such other capital project, as applicable. (iii) Upon the request of the Administrative Agent, after the occurrence and during the continuance of any Event of Default, the Borrower or any such Subsidiary shall execute and deliver to the Administrative Agent any additional assignments and other documents as may be reasonably necessary to enable the Administrative Agent to directly collect any condemnation proceeds or insurance proceeds.