Common use of Maintenance of Property; Insurance Clause in Contracts

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 4 contracts

Samples: Term Loan Credit Agreement (Qumu Corp), Term Loan Credit Agreement (Qumu Corp), Term Loan Credit Agreement

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Maintenance of Property; Insurance. (a) KeepBorrower will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good normal working order and condition, ordinary wear and tear excepted. (b) MaintainBorrower will maintain, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to maintain, (i) physical damage insurance on all real and personal property on an all risks basis, covering the repair and replacement cost of all such property and public liability insurance (including products/completed operations liability coverage), in each case of the kinds customarily carried or maintained by Persons of established reputation engaged in similar businesses and in amounts reasonably acceptable to Agent, and (ii) such other insurance coverage (excluding business interruption) in such amounts and with responsible insurance companies, respect to such risks as Agent may reasonably request. All such insurance coverage shall be provided by insurers having an A.M. Best policyholders rating reasonably acceptable to Agent. Agent hereby acknowledges that the insurance currently carried by Borrower is acceptable to Agent as may of the Closing Date. (c) On or prior to the Closing Date, Borrower will cause Agent to be named as an additional insured on each insurance policy required by any law or governmental regulation or court decree or order applicable to it be maintained pursuant to this Section 4.4 pursuant to endorsements in form and such other insurance, content reasonably acceptable to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated Agent. Borrower will deliver to Agent (including, without limitation, business interruption insurance in an amount not less than as maintained i) on the Closing Date, but which shall insure a certificate from Borrower’s insurance broker dated such date showing the amount of coverage as of such date, and that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all risks additional insureds and liabilities all rights of the type identified on Schedule 9.16 and shall have insured amounts no less thansubrogation against all additional insureds, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent that if all or any Lenderpart of such policy is canceled, furnish to Administrative Agent terminated or such Lender original or electronic copies of policies evidencing such insuranceexpires, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect insurer will forthwith give notice thereof to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to and that no cancellation, reduction in amount or material change in coverage thereof shall be effective until at least thirty (30) days after receipt by each policy additional insured of liability insurancewritten notice thereof, (ii) providing that 30 days’ on an annual basis, and upon the request of any Lender through Agent from time to time, information as to the insurance carried, (iii) within five (5) Business Days of receipt of notice will be given to Administrative Agent prior to from any cancellation ofinsurer, a copy of any notice of cancellation, nonrenewal or material reduction or change in coverage provided by or other material modification to such policy from that existing on the date of this Agreement and (iiiiv) reasonably acceptable in all other respects to Administrative Agent. Borrower shallforthwith, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, notice of each business interruption insurance policy maintained any cancellation or nonrenewal of coverage by any Loan PartyBorrower. (cd) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIn the event Borrower fails to provide Agent with evidence of the insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALupon three (3) days written notice to Borrower, Agent may purchase insurance at Borrower’s expense to protect Agent’s interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect Borrower’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage purchased by Agent may not pay any claim made by Borrower or any claim that is made against Borrower in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTThe Borrower may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that Borrower has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEBorrower will be responsible for the costs of that insurance, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and other charges imposed by Agent in connection with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the Obligations. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of insurance Borrower is able to obtain on its own.

Appears in 3 contracts

Samples: Credit Agreement (Reliant Pharmaceuticals, Inc.), Credit Agreement (Reliant Pharmaceuticals, Inc.), Credit Agreement (Reliant Pharmaceuticals, Inc.)

Maintenance of Property; Insurance. (a) KeepThe Company will keep, and cause each other Loan Party and each of their respective its Subsidiaries to keep, all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain; maintain, and cause each other Loan Party and each of their respective its Subsidiaries to maintain, with responsible financially sound and reputable insurance companiescompanies insurance on all its and its Subsidiaries' property in at least such amounts and against at least such risks (but including, such in any event, public liability and product liability insurance coverage if available) as may be are usually insured against in the same general area by companies engaged in the same or a similar business and furnish to the Agent on behalf of the Lenders, upon written request, full information as to all insurance carried. All insurance policies required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which this Subsection 6.5 shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance and issued by companies reasonably satisfactory to Administrative the Agent and the Lenders. The Company may maintain the coverages required by this Subsection 6.5 under blanket policies covering the premises and other locations owned or operated by the Company or any of its Subsidiaries if the terms of such blanket policies otherwise comply with the provisions of this Subsection 6.5. Each policy of insurance required under this Subsection 6.5 shall provide that it may not be canceled or otherwise terminated without at least 30 days' prior written notice (or such other period as the Lenders may agree) to the Collateral Agent and shall permit (but not require or obligate) the Collateral Agent to pay any premium therefor within 10 days after receipt of any notice stating that such premium has not been paid when due. Settlement of any claim under any of the insurance policies referred to in this Subsection 6.5 involving a loss of $250,000 or more (in the reasonable judgment of the Agent) shall require the prior written approval of the Agent and all the Lenders. At least 30 days prior to the expiration of any insurance policy (or such other period as the Lenders may agree), a policy or policies renewing or extending such expiring policy or renewal or extension certificates shall be delivered to the Collateral Agent, together with a receipt showing payment of each business interruption the premium therefor. The Company shall not purchase separate insurance policies concurrent in form or contributing in the event of loss with those policies required to be maintained under this Subsection 6.5 unless the policy maintained by any Loan Partyevidencing such insurance otherwise complies with the requirements of this Subsection 6. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 3 contracts

Samples: Credit Agreement (Memberworks Inc), Credit Agreement (Vertrue Inc), Credit Agreement (Memberworks Inc)

Maintenance of Property; Insurance. (a) Keep, Keep all material Property and cause each other Loan Party and each of their respective Subsidiaries to keep, all property systems useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. , and (b) Maintain, maintain with financially sound and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible reputable insurance companies, companies insurance on all its Property in at least such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent amounts and against at least such hazards risks (but including in any event public liability and liabilities, product liability) as is customarily maintained are usually insured against in the same general area by companies similarly situated (includingengaged in the same or a similar business. The Parent Borrower shall furnish certificates, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks policies and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish endorsements to Administrative Agent or such Lender original or electronic copies as Administrative Agent shall reasonably require as proof of policies evidencing such insurance, and, if the Parent Borrower fails to do so, Administrative Agent is authorized, but not required, to obtain such insurance at the expense of the Parent Borrower. All policies shall provide for at least thirty (30) days prior written notice to Administrative Agent of any cancellation or reduction of coverage and a certificate setting forth that Administrative Agent may act as attorney-in-fact for the Parent Borrower in reasonable detail the nature obtaining, and extent at any time an Event of all insurance maintained by the Loan Parties Default exists or has occurred and each of their respective Subsidiariesis continuing, adjusting, settling, amending and canceling such insurance. The Parent Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent to be named as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect (but without any liability for any premiums) under such insurance policies and the Parent Borrower shall obtain non-contributory lender’s loss payable endorsements to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, insurance policies in form and substance satisfactory to Administrative Agent. Any such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall be payable to Administrative Agent, for the ratable benefit of each business interruption the Secured Parties, as its interests may appear and further specify that Administrative Agent shall be paid regardless of any act or omission by the Parent Borrower or any of its Affiliates. Subject to the terms of the Intercreditor Agreement, the Administrative Agent, at its option, may apply any insurance policy maintained proceeds received by Administrative Agent at any Loan Partytime while any Event of Default shall have occurred and be continuing to the cost of repairs or replacement of Collateral and/or, to payment of the Obligations, whether or not then due, in any order and in such manner as Administrative Agent may determine or hold such proceeds as cash collateral for the Obligations. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 3 contracts

Samples: Credit Agreement (Nabors Industries LTD), Credit Agreement (Parker Drilling Co /De/), Credit Agreement (Parker Drilling Co /De/)

Maintenance of Property; Insurance. (a) KeepThe Borrowers will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries as then conducted in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to The Borrowers will maintain, with responsible to the extent commercially available on commercially reasonably terms, (i) physical damage insurance companieson substantially all its real and personal property in the United States (including all Collateral) on an “All Risks” form subject to normal exclusions (including the perils of flood and quake) on a replacement cost basis (or, in the case of idle properties, actual cash value basis) for all such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance property in an amount not less than $100,000,000 (subject to a deductible amount or retention not to exceed $500,000) and consequential loss coverage for extra expense, (ii) public liability insurance (including products liability coverage) in an amount not less than $25,000,000, and (iii) such other insurance coverage in such amounts and with respect to such risks relating to the Borrowers’ Collateral as maintained on the Closing Required Lenders may reasonably request. All such insurance shall be provided by insurers having an A.M. Best policyholders rating of not less than A-. Prior to the Effective Date, but which shall insure against all risks the Borrowers will cause the Administrative Agent to be named as an insured party and liabilities loss payee, on behalf of the type identified Secured Parties, on Schedule 9.16 each insurance policy covering risks relating to any of the Collateral and books and records relating to any proceeds of Collateral and as an additional insured on all other insurance. Each such insurance policy in effect during the term of this Agreement shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request include effective waivers by the insurer of all claims for insurance premiums against the Administrative Agent or any Lenderother Person entitled to the benefits of the Security Agreement, furnish provide that all insurance proceeds in excess of deductible amounts or retentions which are payable in respect of losses relating to Collateral and books and records shall be adjusted with and payable to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance(except so long as no Default has occurred and is continuing any loss which is less than $1,000,000 may be adjusted with and payable to the Borrowers), and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained provide that no cancellation or termination thereof shall be effective until at least 30 days after receipt by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent of written notice thereof. The Administrative Agent will consult with an endorsement the Borrowers before agreeing to any adjustment of insurance proceeds covered by the preceding sentence. Net Proceeds of insurance shall be applied to prepay Loans in accordance with Section 2.10(d) hereof. During the occurrence and continuance of a Default, the Net Proceeds of insurance shall be maintained in a cash collateral account with the Administrative Agent and may be, upon notice to the Borrowers, setoff and applied to prepay outstanding principal and interest on the Loans. The Borrowers will deliver to the Administrative Agent (i) on the date of the first Borrowing hereunder and within 91 days after the end of each fiscal year of the Borrowers, a certificate dated such date showing Administrative Agent the total amount of insurance coverage as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurancesuch date, (ii) providing that 30 days’ notice will be given from time to time true and complete copies of such insurance policies of the Borrowers (or, if the Borrowers do not have such insurance policies in their possession, evidence thereof) relating to such insurance coverage as the Required Lenders through the Administrative Agent prior to may request, (iii) within 15 days of receipt of notice from any insurer, a copy of any notice of cancellation of, or material reduction or adverse change in coverage provided by or other material modification to such policy from that existing on the date of this Agreement and (iiiiv) reasonably acceptable in all other respects to Administrative Agent. Borrower shallwithin 15 days of any cancellation or nonrenewal of coverage by the Borrowers, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, notice of each business interruption insurance policy maintained by any Loan Partysuch cancellation or nonrenewal. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 3 contracts

Samples: Credit Agreement (Phillips Van Heusen Corp /De/), Credit Agreement (Phillips Van Heusen Corp /De/), Credit Agreement (Phillips Van Heusen Corp /De/)

Maintenance of Property; Insurance. (a) KeepThe Companies have delivered to the Purchaser a certificate from their insurance broker which sets forth a true and complete listing of all insurance maintained by the Companies and their Subsidiaries as of Closing, with the amounts insured at Closing set forth therein. Such insurance shall be in such amounts and against such risks as is customarily maintained in similar businesses operating in the same vicinity with Purchaser named as an additional loss payee. Each Company will, and will cause each other Loan Party and each of their respective its Subsidiaries to keep, to: (i) keep all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted., (bii) Maintainacquire and maintain at its sole cost and expense throughout the term of this Agreement commercial general liability insurance on all its property underwritten by an insurance company with a Best’s rating of at least A-/XII and licensed to do business in the applicable state in at least such amounts with such deductibles and against at least such risks as are consistent and in accordance with industry practice, including (without limitation) personal injury and bodily injury, product liability, products/completed operations, and cause each business interruption insurance, and (iii) maintain a bond or insurance in such amounts as is customary in the case of companies engaged in businesses similar to such Company insuring against larceny, embezzlement or other Loan Party criminal misappropriation of insured’s officers and each employees who may either singly or jointly with others at any time have access to the assets or funds of such Company or any of its Subsidiaries either directly or through authority to draw upon such funds or to direct generally the disposition of such assets. Each Company shall cooperate with the Purchaser in obtaining for the Purchaser the benefits of any insurance proceeds lawfully or equitably payable in connection with such Company, its Subsidiaries or any of their respective Subsidiaries assets subject to the provisions of the Permitted Senior Debt; provided, so long as no Event of Default exists and subject to the provisions of the Permitted Senior Debt, such Company shall have the right to use such proceeds to repair or replace the assets damaged by such casualty. Each Company shall not permit any such material item of Collateral to become a fixture to real estate or an accession to other personal property, without the prior written consent of the Purchaser. Each Company shall not permit any such material item of Collateral to be operated or maintained in violation of any applicable law, statute, rule or regulation. With respect to items of leased equipment (to the extent the Purchaser has any security interest in any residual Company’s interest in such equipment under the lease), each Company shall keep, maintain, repair, replace and operate such leased equipment in accordance with responsible the terms of the applicable lease. Prior to the Effective Date, certificates of insurance companiesissued by the Companies’ insurance company evidencing the insurance required as set forth above shall have been provided to the Purchaser by the Companies. Each certificate provided at any time in accordance with this section shall set forth, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other minimally, that the Purchaser is an additional insured party, the amount of insurance, the additional insured endorsement (whether as part of the certificate or as a separate document), the policy number, the date or expiration, an endorsement that the Purchaser shall receive thirty (30) days (or 15 days in the case of non-payment of premium) written notice prior to termination, reduction or modification of the coverage. The certificates shall bear an inked or stamped signature. Certificates shall be furnished to the Purchaser upon renewal of insurance or upon request by the Purchaser. In the event a Company does not at any time provide its certificate of insurance as required herein, the Purchaser shall have the right to procure such coverage and charge the expense incurred to such extent Company. In the event a Company’s insurance is canceled and against replacement insurance is not obtained prior to the effective date of such hazards cancellation, the Purchaser shall have the right to procure such coverage and liabilitiescharge the expenses incurred to such Company. Upon request, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which each Company shall insure against all risks and liabilities furnish a copy of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe Purchaser. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 3 contracts

Samples: Subordination Agreement, Note and Warrant Purchase Agreement (Twinlab Consolidated Holdings, Inc.), Note and Warrant Purchase Agreement (Twinlab Consolidated Holdings, Inc.)

Maintenance of Property; Insurance. (a) KeepExcept as otherwise permitted hereunder, keep, and cause each other of the Loan Party Parties and each of their respective Subsidiaries to keep, all material property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear and casualty excepted. (b) Maintain, and cause each other of the Loan Party Parties and each of their respective Subsidiaries to maintain, with responsible insurance companies, such all insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it it, general liability insurance and business interruption insurance in such amounts and duration, and with such deductibles, is customarily carried by companies engaged in similar businesses and owning similar properties in localities where Borrower, or the applicable Subsidiary operates, and all other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall must insure against all risks and liabilities of the type identified on Schedule 9.16 and shall must have insured amounts no less than, and deductibles no higher than, those set forth on such that schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such that Lender original or electronic copies of policies evidencing such insurance, that insurance and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy in respect of any Loan Party to provide Administrative Agent with an endorsement (i) showing Administrative Agent as lender’s loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, ; (ii) providing that 30 thirty (30) days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy that policy; and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Each Loan Party to, shall execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any that Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrower provides Administrative Agent with evidence of the insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAdministrative Agent may purchase insurance at Borrower’s expense, after notice to Borrower, to protect Administrative Agent’s and the LendersINTERESTS IN THE COLLATERALinterests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect any Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Administrative Agent purchases might not pay any claim that is made against any Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrower may later cancel any insurance purchased by Administrative Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Administrative Agent with evidence that Xxxxxxxx has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Administrative Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEBorrower will be responsible for the costs of that insurance, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and any other charges that might be imposed with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the principal amount of the Loans owing under this Agreement. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of the insurance the Loan Parties might be able to obtain on their own.

Appears in 3 contracts

Samples: Credit Agreement (Moneylion Inc.), Credit Agreement (Moneylion Inc.), Credit Agreement (Moneylion Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary thereof to keep, all property useful used and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary thereof to maintain, with responsible insurance companies, such all insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it it, general liability insurance (and, subject to Section 10.13, business interruption insurance) in such amounts and duration, and with such deductibles, as are customary for companies of similar size and in similarly industries as the Loan Parties and consistent with past practices of the Loan Parties and their Subsidiaries, and all other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall must insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule9.16; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such that Lender original or electronic copies of policies evidencing such insurance, that insurance and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower Borrowers shall cause each issuer of an insurance policy in respect of any Loan Party to provide Administrative Agent with an endorsement (i) showing Administrative Agent as lender’s loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy that policy, and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower Each Loan Party and Subsidiary thereof shall, and shall cause each other Loan Party tosubject to Section 10.13, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any that Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrowers provide Administrative Agent with evidence of the insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAdministrative Agent may purchase insurance at BorrowersINTERESTS IN THE COLLATERALexpense, after notice to Borrower Representative, to protect Administrative Agent’s and the Lenders’ interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect any Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Administrative Agent purchases might not pay any claim that is made against any Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrowers may later cancel any insurance purchased by Administrative Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Administrative Agent with evidence that Borrowers have obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Administrative Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEBorrowers will be responsible for the costs of that insurance, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and any other charges that might be imposed with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the principal amount of the Loans owing under this Agreement. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of the insurance the Loan Parties might be able to obtain on their own.

Appears in 3 contracts

Samples: Credit Agreement (AgileThought, Inc.), Credit Agreement (AgileThought, Inc.), Credit Agreement (LIV Capital Acquisition Corp.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries Company or such Subsidiary in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 9.17 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative the Agent or any LenderBank, furnish to Administrative the Agent or such Lender original or electronic copies of policies evidencing such insurance, and Bank a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Company and each of their respective its Subsidiaries. Borrower The Company shall cause each issuer of an insurance policy to provide Administrative the Agent with an endorsement endorsement: (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance naming the Agent and naming Administrative Agent each Bank as an additional insured with respect to each policy of insurance for liability insurancefor personal injury or property damage, (ii) providing that 30 days’ thirty (30) days notice will be given to Administrative the Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative the Agent. Borrower shall, and The Company shall cause each other Loan Party to, execute and deliver to Administrative the Agent a collateral assignment, in form and substance satisfactory to Administrative the Agent, of each business interruption insurance policy maintained by any Loan Partythe Company. (c) UNLESS BORROWER THE COMPANY PROVIDES ADMINISTRATIVE THE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE THE AGENT MAY PURCHASE INSURANCE AT BORROWER’S THE COMPANY'S EXPENSE TO PROTECT ADMINISTRATIVE THE AGENT’S 'S AND THE LENDERS’ BANKS' INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S THE COMPANY'S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE THE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY THE COMPANY IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE THE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE THE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE THE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES COMPANY MAY BE ABLE TO OBTAIN ON THEIR ITS OWN.

Appears in 3 contracts

Samples: Credit Agreement (Energy West Inc), Credit Agreement (Energy West Inc), Credit Agreement (Energy West Inc)

Maintenance of Property; Insurance. (a) KeepExcept if the failure to do so could not reasonably be expected to result in a Material Adverse Effect, and cause each other Loan Party and each of their respective Subsidiaries to keep, keep all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (ordinary wear and tear tear, casualty and condemnation excepted). (b) MaintainMaintain with financially sound and reputable insurance companies (provided that if any such insurance company shall at any time cease to be financially sound and reputable, there shall be no breach of this provision in the event that the Borrowers promptly (and in any event within forty-five (45) days of such date) obtain insurance from an alternative insurance carrier that is financially sound and reputable) insurance with respect to its properties in at least such amounts (after giving effect to any self-insurance reasonable and customary for similarly situated Persons engaged in the same or similar businesses as New Holdings and its Restricted Subsidiaries in the same geographic locales) and against at least such risks as are customarily insured against in the same general area by companies engaged in the same or similar business. (c) Maintain casualty and property insurance for which the Borrowers shall (i) use commercially reasonable efforts to cause such insurance to provide that no cancellation, material reduction in amount or material change in coverage thereof shall be effective until at least thirty (30) days after receipt by the Administrative Agent of written notice thereof, and cause each other Loan Party (ii) name the Administrative Agent as insured party or lenders’ loss payee. (d) Upon request by the Administrative Agent or the Required Lenders (through the Administrative Agent), the Borrower Agent shall deliver to the Administrative Agent information in reasonable detail as to the insurance maintained by the Group Members. (e) No later than thirty (30) days after the Effective Date (or such later date as reasonably agreed by the Administrative Agent), deliver to the Administrative Agent in form and each substance reasonably satisfactory to the Administrative Agent (i) an additional insured endorsement with respect to the liability insurance certificate delivered pursuant to subsection 6.1(q) and (ii) a lender loss payee endorsement with respect to the property insurance certificate delivered pursuant to subsection 6.1(q). (f) If any portion of their respective Subsidiaries any Mortgaged Property is at any time located in an area identified by the Federal Emergency Management Agency (or any successor agency) as a special flood hazard area with respect to which flood insurance has been made available under the National Flood Insurance Act of 1968 (as now or hereafter in effect or successor act thereto), then the Borrowers shall (i) maintain, or cause to be maintained, with responsible a financially sound and reputable insurer, flood insurance companiesin an amount and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the Flood Insurance Laws and (ii) deliver to the Administrative Agent evidence of such compliance in form and substance reasonably acceptable to the Administrative Agent, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities evidence of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request annual renewals of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 3 contracts

Samples: Term Loan Exchange Agreement (Cumulus Media Inc), Credit Agreement (Cumulus Media Inc), Credit Agreement (Cumulus Media Inc)

Maintenance of Property; Insurance. (a) KeepParent will, and will cause each other Loan Party and each of their respective its Restricted Subsidiaries to keepto, (i) keep all property useful and necessary in to the business of the Loan Parties Parent and each of their respective its Restricted Subsidiaries in good working order and condition, ordinary wear and tear exceptedexcepted and subject to the occurrence of casualty events, (ii) maintain with financially sound and reputable insurance companies insurance on all such property and against all such risks as is consistent and in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as Parent and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent, upon its request therefor, information as to the insurance carried. The provisions of this Section 8.03 shall be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance. (b) MaintainExcept as otherwise agreed by the Administrative Agent, Parent will, and will cause each other Loan Party of the Credit Parties to, at all times keep its property insured in favor of the Security Agent, and each of their respective Subsidiaries all policies or certificates (or certified copies thereof) with respect to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or governmental regulation or court decree or order applicable endorsed to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated the Security Agent’s satisfaction for the benefit of the Security Agent (including, without limitation, business interruption insurance in an amount not less than as maintained on by naming the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Security Agent as loss payee with respect and/or additional insured) and, to each policy of property the extent available on a commercially reasonable basis, shall state that such insurance policies shall not be canceled or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that materially altered without at least 30 days’ prior written notice will be given thereof (10 days in the case of non-payment) by the respective insurer to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative the Security Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIf at any time any Mortgaged Property is a Flood Hazard Property, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALParent or the relevant Credit Party, as applicable, shall keep and maintain at all times flood insurance on terms and in an amount sufficient to comply with the rules and regulations promulgated under the National Flood Insurance Act of 1968 and Flood Disaster Protection Act of 1973, each as amended from time to time. THIS INSURANCE MAYIn the case of a Mortgaged Property listed on Schedule 8.12 that is a Flood Hazard Property or any Material Real Property that is acquired after the Effective Date that is a Flood Hazard Property, BUT NEED NOTany evidence of the flood insurance required to be maintained under this Section 8.03(c) shall be delivered to the Security Agent prior to the effective date of the Mortgage in respect of such Flood Hazard Property and such evidence of flood insurance shall be subject to the reasonable approval of the Security Agent. (d) If Parent or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNthe Administrative Agent shall have the right (but shall be under no obligation) to procure such insurance and Parent agrees to reimburse the Administrative Agent for all costs and expenses of procuring such insurance.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (AdvancePierre Foods Holdings, Inc.), Term Loan Credit Agreement (AdvancePierre Foods Holdings, Inc.)

Maintenance of Property; Insurance. (a) KeepSchedule 8.03 sets ---------------------------------- forth a true and complete listing of all insurance maintained by Holdings, the Borrower and their respective Subsidiaries as of the Effective Date. Holdings and the Borrower will, and will cause each other Loan Party and each of their respective Subsidiaries to keepto, (i) keep all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted), (ii) maintain insurance on all its property in at least such amounts and against at least such risks as is consistent and in accordance with industry practice and (iii) furnish to each Bank, upon written request, full information as to the insurance carried. In addition to the requirements of the immediately preceding sentence, Holdings and the Borrower will at all times cause insurance of the types described in Schedule 8.03 to be maintained (with the same scope of coverage as that described in Schedule 8.03) at levels which are at least as great as the respective amount described on Schedule 8.03 in footnotes (1) and (2) thereof. (b) MaintainHoldings and the Borrower will, and will cause each their respective Subsidiaries to, at all times keep their respective property insured in favor of the Collateral Agent, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other Loan Party and each insurance maintained by Holdings, the Borrower or any of their respective Subsidiaries Subsidiaries) (i) shall be endorsed to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated the Collateral Agent's satisfaction for the benefit of the Collateral Agent (including, without limitation, business interruption by naming the Collateral Agent as loss payee or as an additional insured), (ii) shall state that such insurance policies shall not be canceled without 30 days' prior written notice thereof by the respective insurer to the Collateral Agent, (iii) shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the Secured Creditors, (iv) shall contain the standard non- contributory mortgagee clause endorsement in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities favor of the type identified on Schedule 9.16 Collateral Agent with respect to hazard insurance coverage, (v) shall, except in the case of public liability insurance and workers' compensation insurance, provide that any losses shall have insured amounts no less thanbe payable notwithstanding (A) any act or neglect of Holdings, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent the Borrower or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (iiB) providing that 30 days’ notice will be given the occupation or use of the properties for purposes more hazardous than those permitted by the terms of the respective policy if such coverage is obtainable at commercially reasonable rates and is of the kind from time to Administrative Agent prior time customarily insured against by Persons owning or using similar property and in such amounts as are customary, (C) any foreclosure or other proceeding relating to the insured properties if such coverage is available at commercially reasonable rates or (D) any cancellation of, material reduction or change in coverage provided by the title to or other material modification to such policy ownership or possession of the insured properties and (iiivi) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative be deposited with the Collateral Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partyif such coverage is available at commercially reasonable rates. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIf Holdings, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAYthe Borrower or any of their respective Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, BUT NEED NOTor if Holdings, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTthe Borrower or any of their respective Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALthe Agents and/or the Collateral Agent shall have the right (but shall be under no obligation) to procure such insurance and the Borrower agrees to reimburse the Agents or the Collateral Agent, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas the case may be, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNfor all costs and expenses of procuring such insurance.

Appears in 2 contracts

Samples: Credit Agreement (Coinmach Corp), Credit Agreement (Coinmach Laundry Corp)

Maintenance of Property; Insurance. (a) KeepEach Borrower shall, and shall ---------------------------------- cause each other Loan Party and each of their respective its Subsidiaries to keepto, keep all property useful and or necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted. (b) Maintain, ); maintain with financially sound and cause each other Loan Party and each reputable insurance companies or associations insurance on such of their respective Subsidiaries to maintain, with responsible insurance companies, its property in at least such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent amounts and against such hazards and liabilities, risks as is customarily maintained are usually insured against in the same general area by companies similarly situated engaged in the same or a similar business (includingincluding casualty, without limitationliability, fire, flood, business interruption interruption, earthquake and workers' compensation); and furnish to the Agent, upon written request, full information as to the insurance in an amount not less than as maintained carried. All such policies of insurance on the Closing Date, but which shall insure against all risks and liabilities property of the type identified on Schedule 9.16 Borrowers and the Subsidiaries shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of contain an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignmentendorsement, in form and substance reasonably satisfactory to Administrative the Agent in its sole discretion, showing the Agent, on behalf of the Lenders, as additional insured or loss payee, as appropriate, or as its interests appear. Such endorsement, or an independent instrument furnished to the Agent, shall provide that the insurance companies will give the Agent at least 25 days' prior written notice before any such policy or policies of insurance shall be altered or canceled. All policies of insurance required to be maintained under this Agreement shall be in customary form and with insurers reasonably acceptable to the Agent and all such policies shall be in such amounts as shall be customary for similar companies in the same or similar business in the same geographical area. Each Borrower shall deliver to the Agent insurance certificates certified by such Borrower's insurance brokers, as to the existence and effectiveness of each business interruption policy of insurance policy maintained by and evidence of payment of all premiums then due and payable therefor. In addition, the Borrowers shall notify the Agent promptly of any occurrence causing a material loss of any insured Property and the estimated (or actual, if available) amount of such loss. Further, the Borrowers and their Subsidiaries shall maintain all insurance required under the other Loan PartyDocuments. (ci) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTEach policy for liability insurance shall provide for all losses to be paid on behalf of the Agent and such Borrower or Subsidiary (as the case may be), ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALas their respective interests may appear, and each policy for property damage insurance shall, to the extent applicable to equipment and inventory, provide for all losses (except for losses of less than $500,000 per occurrence, which may be paid directly to such Borrower or such Subsidiary, as applicable) to be paid directly to the Agent. (ii) Reimbursement under any liability insurance maintained by the Borrowers or their Subsidiaries pursuant to this Section 5.5 may be paid directly to the Person who shall have incurred liability covered by such insurance. THIS INSURANCE MAYIn the case of any loss involving damage to equipment or inventory as to which clause (iii) of this Section 5.5 is not applicable, BUT NEED NOTthe Borrowers will make or cause to be made the necessary repairs to or replacements of such equipment or inventory, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTand any proceeds of insurance maintained by the Borrowers or their Subsidiaries pursuant to this Section 5.5 shall be paid by the Agent to the Borrowers or such Subsidiaries, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALupon presentation of invoices and other evidence of obligations, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas reimbursement for the costs of such repairs or replacements. (iii) Upon the occurrence and during the continuance of a Default, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEall insurance proceeds in respect of such equipment or inventory shall be paid to the Agent and applied in repayment of the Loans, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNas set forth in Section 2.5.

Appears in 2 contracts

Samples: Credit Agreement (Entravision Communications Corp), Credit Agreement (Entravision Communications Corp)

Maintenance of Property; Insurance. (a) KeepEach Credit Party will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful used and necessary in the its business of the Loan Parties (including, without limitation, all Equipment and each of their respective Subsidiaries Rolling Stock) in good working order and conditioncondition in all material respects, ordinary wear and tear and casualty event excepted. (b) MaintainEach Credit Party will maintain (i) casualty insurance on all real and personal property on an all risks basis (including the perils of flood, windstorm and cause each other Loan Party quake), covering the repair and each replacement cost of their respective Subsidiaries to maintain, with responsible insurance companies, all such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it property and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitationcoverage, business interruption and rent loss coverages with extended period of indemnity (for the period required by Agent from time to time) and indemnity for extra expense, in each case without application of coinsurance and with agreed amount endorsements, (ii) general and professional liability insurance (including products/completed operations liability coverage), and (iii) such other insurance coverage in each case 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 as are customarily carried under similar circumstances by such other Persons; provided, however, that, in no event shall such insurance be in amounts or with coverage less than, or with carriers with qualifications inferior to, any of the insurance or carriers in existence as of the Closing Date (or required to be in existence after the Closing Date under a Financing Document). All such insurance shall be provided by insurers having an amount not less than A.M. Best policyholders rating reasonably acceptable to Agent. (c) On or prior to the date specified on Schedule 7.4, and at all times thereafter, each Credit Party will cause Agent to be named as an additional insured, assignee and lender loss payee (which shall include, as applicable, identification as mortgagee), as applicable, on each insurance policy required to be maintained pursuant to this Section 4.4 pursuant to endorsements in form and substance acceptable to Agent. Credit Parties shall deliver to Agent and the Lenders (i) on the Closing Date, but which shall insure a certificate from Credit Parties’ insurance broker dated such date showing the amount of coverage as of such date, and that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all risks loss payees and liabilities additional insureds and all rights of the type identified on Schedule 9.16 subrogation against all loss payees and shall have insured amounts no less thanadditional insureds, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent that if all or any Lenderpart of such policy is canceled, furnish terminated or expires, the insurer will forthwith give notice thereof to Administrative Agent or such Lender original or electronic copies of policies evidencing such insuranceeach additional insured, assignee and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to and that no cancellation, reduction in amount or material change in coverage thereof shall be effective until at least thirty (30) days after receipt by each policy additional insured, assignee and loss payee of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurancewritten notice thereof, (ii) providing that 30 days’ on an annual basis, and upon the request of any Lender through Agent from time to time full information as to the insurance carried, (iii) within ten (10) Business Days of receipt of notice will be given to Administrative Agent prior to from any cancellation ofinsurer, a copy of any notice of cancellation, nonrenewal or material reduction or change in coverage provided from that existing on the date of this Agreement, (iv) forthwith, notice of any cancellation or nonrenewal of material coverage by or other material modification to such policy any Credit Party, and (iiiv) reasonably acceptable in all other respects at least thirty (30) days prior to Administrative Agent. Borrower shallexpiration of any policy of insurance, evidence of renewal of such insurance upon the terms and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partyconditions herein required. (cd) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIn the event any Credit Party fails to provide Agent with evidence of the insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent may purchase insurance at Credit PartiesINTERESTS IN THE COLLATERALexpense to protect Agent’s interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect such Credit Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage purchased by Agent may not pay any claim made by such Credit Party or any claim that is made against such Credit Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTSuch Credit Party may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that such Credit Party has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCECredit Parties will be responsible for the costs of that insurance to the fullest extent provided by law, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and other charges imposed by Agent in connection with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the Obligations. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of insurance such Credit Party is able to obtain on its own.

Appears in 2 contracts

Samples: Credit, Security and Guaranty Agreement (Shimmick Corp), Credit, Security and Guaranty Agreement (Shimmick Corp)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, Keep all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries Parties, taken as a whole, in good working order and condition; maintain with financially sound and reputable insurance companies insurance on, ordinary wear and tear excepted. (b) Maintainor self insure, and cause each other all property material to the business of the Loan Party and each of their respective Subsidiaries to maintainParties, with responsible insurance companiestaken as a whole, in at least such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent amounts and against at least such hazards risks (but including in any event public liability, product liability and liabilities, business interruption) as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on are consistent with the Closing Date, but which shall insure against all risks and liabilities past practices of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an otherwise as are usually insured against in the same general area by companies engaged in the same or a similar business; furnish to the Administrative Agent, upon written request, information in reasonable detail as to the insurance policy to provide carried; and ensure that at all times the Administrative Agent with an endorsement and/or the Canadian Agent and/or the Secured Party Representative, as applicable (i) showing Administrative as bailee for perfection for the U.S. ABL Collateral Agent or the Canadian Collateral Agent, as loss payee with respect to each policy applicable), for the benefit of property or casualty insurance and naming Administrative Agent the Secured Parties, shall be named as an additional insured with respect to liability policies, and the U.S. ABL Collateral Agent and/or the Canadian Collateral Agent, as applicable, for the benefit of the Secured Parties, shall be named as loss payee with respect to property insurance covering Inventory that constitutes Collateral and for the Mortgaged Properties, maintained by any Borrower and any Subsidiary Guarantor that is a Loan Party; provided that, unless an Event of Default or a Liquidity Event shall have occurred and be continuing, the U.S. ABL Collateral Agent shall turn over to the Parent Borrower any amounts received by it as loss payee under any such property insurance maintained by such Loan Parties, the disposition of such amounts to be subject to the provisions of subsection 4.4(c) to the extent applicable, and, unless an Event of Default shall have occurred and be continuing, the U.S. ABL Collateral Agent agrees that the Parent Borrower and/or the applicable other Borrower or Subsidiary Guarantor shall have the sole right to adjust or settle any claims under such insurance. (b) With respect to each policy property of liability insurancesuch Loan Parties subject to a Mortgage: (i) If any portion of any such property is located in an area identified as a special flood hazard area by the Federal Emergency Management Agency or other applicable agency, such Loan Party shall maintain or cause to be maintained, flood insurance to the extent required by law. (ii) providing that 30 days’ notice will be given The applicable Loan Party promptly shall comply with and conform to Administrative Agent prior to any cancellation of(i) all provisions of each such insurance policy, material reduction or change in coverage provided by or other material modification and (ii) all requirements of the insurers applicable to such party or to such property or to the use, manner of use, occupancy, possession, operation, maintenance, alteration or repair of such property, except for such non-compliance or non-conformity as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. Such Loan Party shall not use or permit the use of such property in any manner that would reasonably be expected to result in the cancellation of any such insurance policy and or would reasonably be expected to void coverage required to be maintained with respect to such property pursuant to subsection 7.5(a). (iii) If any such Loan Party is in default of its obligations to insure or deliver any such prepaid policy or policies, the result of which would reasonably acceptable in all other respects be expected to have a Material Adverse Effect, then the Administrative Agent, at its option upon 10 days’ written notice to the Parent Borrower, may effect such insurance from year to year at rates substantially similar to the rate at which such Loan Party had insured such property, and pay the premium or premiums therefor, and the Parent Borrower shall pay or cause to be paid to the Administrative Agent on demand such premium or premiums so paid by the Administrative Agent with interest from the time of payment at a rate per annum equal to 2.00%. (iv) If such property, or any part thereof, shall be destroyed or damaged and the reasonably estimated cost thereof would exceed $50.0 million the Parent Borrower shall give prompt notice thereof to the Administrative Agent. Borrower shall, and All insurance proceeds paid or payable in connection with any damage or casualty to any such property shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, be applied in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe manner specified in subsection 7.5(a). (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Abl Credit Agreement (Hd Supply, Inc.), Abl Credit Agreement (HSI IP, Inc.)

Maintenance of Property; Insurance. (ai) KeepExcept as would not have or reasonably be expected to have a Material Adverse Effect, keep all Property and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and systems necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear exceptedexcepted and (ii) maintain with insurance companies Mid-Holdings believes to be financially sound and reputable insurance on all its Property in at least such amounts (after giving effect to any self-insurance reasonable and customary for similarly situated Persons engaged in the same or similar businesses as Mid-Holdings and the Restricted Subsidiaries) and against at least such risks (but including in any event public liability, product liability and business interruption) as are usually insured against in the same geographic regions by companies of similar size engaged in the same or a similar business. (b) MaintainWithin 60 days following the date hereof (subject to Section 5.14) and within 30 days following any date on which a new Grantor (as defined in the Guarantee and Collateral Agreement) is added to the Guarantee and Collateral Agreement or the date the relevant policy is obtained, cause the Administrative Agent to be named as additional insured on all general liability insurance policies (excluding, for the avoidance of doubt, directors and officers, worker’s compensation, health and benefit, and vehicle and similar liability policies) of such Grantor, and the Administrative Agent shall be named as loss payee on all property and casualty insurance policies of such Grantor with respect to Collateral. The Grantors shall use commercially reasonable efforts to cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, all such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy i) to provide that the relevant insurer shall endeavor to provide the Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each at least 30 days prior notice of the cancellation of the relevant policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided if reasonably requested by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to the Administrative Agent, include a breach of each business interruption insurance policy maintained by any Loan Partywarranty clause. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIf at any time the property upon which a structure is located is identified as a “special flood hazard area” in any Flood Insurance Rate Map published by the Federal Emergency Management Agency (or any successor agency), ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAYthe Borrower shall obtain flood insurance covering the improvements and contents in an amount that is necessary to cover the estimated probable maximum loss or such other amount as the Administrative Agent may from time to time reasonably require and which flood insurance shall otherwise comply with the National Flood Insurance Program as set forth in the Flood Disaster Protection Act of 1973, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNas it may be amended from time to time.

Appears in 2 contracts

Samples: Junior Lien Term Loan Credit Agreement (Forterra, Inc.), Senior Lien Term Loan Credit Agreement (Forterra, Inc.)

Maintenance of Property; Insurance. (ai) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, Keep all material property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear and ordinary damage by casualty and condemnation excepted, (ii) maintain with financially sound and reputable insurance companies insurance on all its Property in at least such amounts and against at least such risks as are prudent in its reasonable business judgment (but including in any event public liability and business interruption) as are usually insured against in the same general area by companies engaged in the same or a similar business; and (iii) provide that each insurance policy maintained or required to be maintained by any Covenant Party shall (A) name the Collateral Agent, on behalf of the Secured Parties, as loss payee pursuant to a so-called “standard mortgagee clause” or “Lender’s loss payable endorsement,” with respect to property coverage on Collateral of such Covenant Party, and shall name the Administrative Agent on behalf of the Secured Parties as an additional insured, with respect to general liability coverage, (B) provide that the insurer(s) shall endeavor to notify the Collateral Agent of any proposed cancellation of such policy at least 30 days in advance thereof (unless such proposed cancellation arises by reason of non-payment of insurance premiums in which case such notice shall be given at least 10 days in advance thereof) and (C) cause any Insurance Subsidiary to (x) conduct its insurance business in compliance with all applicable insurance laws, rules, regulations and orders and using sound actuarial principles except to the extent where such failure to comply could not reasonably be expected to result in a Material Adverse Effect and (y) maintain usual and customary stop-loss coverage and excess coverage reinsurance for individual claims. The insurance premiums and other expenses charged by any Insurance Subsidiary to the Borrower and its Restricted Subsidiaries shall be reasonable and customary. The Borrower will provide the Administrative Agent copies of any outside actuarial reports prepared with respect to any projection, valuation or appraisal of any Insurance Subsidiary promptly after receipt thereof. (b) MaintainIf any portion of any improvements located on any Mortgaged Property is at any time located in an area identified by the Federal Emergency Management Agency (or any successor agency) as a special flood hazard area with respect to which flood insurance has been made available under the National Flood Insurance Act of 1968 (as now or hereafter in effect or successor act thereto), and then the Borrower shall, or shall cause each other Loan Party and each of their respective Subsidiaries to maintain, or cause to be maintained, with responsible insurance companiesa financially sound and reputable insurer, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption flood insurance in an amount not less than as maintained on and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan PartyFlood Insurance Laws. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Credit Agreement (Radiation Therapy Services Holdings, Inc.), Credit Agreement (Radiation Therapy Services Holdings, Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the such Borrower or such other Loan Parties and each of their respective Subsidiaries Party in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated; provided that in any event, without limitation, business interruption such insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 insured against as of the Closing Date and shall have insured amounts no less than, and deductibles no higher than, than (in all material respects) those set forth on such schedule; and, upon amounts provided for as of the Closing Date. Upon request of Administrative Agent or any Lender, Administrative Borrower shall furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties each Borrower and each of their respective Subsidiariesother Loan Party. Borrower Borrowers shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shallBorrowers shall execute and deliver, and shall cause each other applicable Loan Party to, to execute and deliver deliver, to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any the Loan PartyParties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrowers provide Agent with evidence of the continuing insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent may purchase insurance at BorrowersINTERESTS IN THE COLLATERALexpense to protect Agent’s and Lenders’ interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect Borrowers’ and each other Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Agent purchases may, but need not, pay any claim that is made against any Borrower or any other Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrowers may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that Borrowers have obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEBorrowers will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Term Loans owing hereunder.

Appears in 2 contracts

Samples: Second Lien Credit Agreement (Performance Health Holdings Corp.), Second Lien Credit Agreement (Performance Health Holdings Corp.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower The Company shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and The Company shall cause each other Loan Party to, execute and deliver to the Administrative Agent a collateral assignment, in form and substance satisfactory to the Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe Company. (c) UNLESS BORROWER THE COMPANY PROVIDES THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWERTHE COMPANY’S EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Credit Agreement (General Finance CORP), Credit Agreement (Wells Mid-Horizon Value-Added Fund I LLC)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries Company or such Subsidiary in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedulesituated; and, upon request of Administrative the Agent or any LenderBank, furnish to Administrative the Agent or such Lender original or electronic copies of policies evidencing such insurance, and Bank a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Company and each of their respective its Subsidiaries. Borrower The Company shall cause each issuer of an insurance policy to provide Administrative the Agent with an endorsement (i) showing Administrative loss payable to the Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative the Agent and each Bank as an additional insured with respect to each policy of insurance for liability insurancefor personal injury or property damage, (ii) providing that 30 days' notice will be given to Administrative the Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to of such policy and (iii) reasonably acceptable in all other respects to Administrative the Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER THE COMPANY PROVIDES ADMINISTRATIVE THE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE THE AGENT MAY PURCHASE INSURANCE AT BORROWER’S THE COMPANY'S EXPENSE TO PROTECT ADMINISTRATIVE THE AGENT’S 'S AND THE LENDERS’ BANKS' INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S THE COMPANY'S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE THE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY THE COMPANY IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE THE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE THE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE THE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES COMPANY MAY BE ABLE TO OBTAIN ON THEIR ITS OWN. (d) The Agent agrees to notify the Company promptly after purchasing any insurance pursuant to Section 10.3(c) hereof.

Appears in 2 contracts

Samples: Credit Agreement (Nashua Corp), Credit Agreement (Nashua Corp)

Maintenance of Property; Insurance. (a) KeepThe Borrowers will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries as then conducted in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to The Borrowers will maintain, with responsible to the extent commercially available on commercially reasonably terms, (i) physical damage insurance companieson substantially all its real and personal property in the United States (including all Collateral) on an "All Risks" form subject to normal exclusions (including the perils of flood and quake) on a replacement cost basis (or, in the case of idle properties, actual cash value basis) for all such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance property in an amount not less than $100,000,000 (subject to a deductible amount or retention not to exceed $500,000) and consequential loss coverage for extra expense, (ii) public liability insurance (including products liability coverage) in an amount not less than $25,000,000, and (iii) such other insurance coverage in such amounts and with respect to such risks relating to the Borrowers' Collateral as maintained on the Closing Required Lenders may reasonably request. All such insurance shall be provided by insurers having an A.M. Best policyholders rating of not less than A-. Prior to the Effective Date, but which shall insure against all risks the Borrowers will cause the Administrative Agent to be named as an insured party and liabilities loss payee, on behalf of the type identified Secured Parties, on Schedule 9.16 each insurance policy covering risks relating to any of the Collateral and books and records relating to any proceeds of Collateral and as an additional insured on all other insurance. Each such insurance policy in effect during the term of this Agreement shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request include effective waivers by the insurer of all claims for insurance premiums against the Administrative Agent or any Lenderother Person entitled to the benefits of the Security Agreement, furnish provide that all insurance proceeds in excess of deductible amounts or retentions which are payable in respect of losses relating to Collateral and books and records shall be adjusted with and payable to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance(except so long as no Default has occurred and is continuing any loss which is less than $1,000,000 may be adjusted with and payable to the Borrowers), and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained provide that no cancellation or termination thereof shall be effective until at least 30 days after receipt by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent of written notice thereof. The Administrative Agent will consult with an endorsement the Borrowers before agreeing to any adjustment of insurance proceeds covered by the preceding sentence. Net Proceeds of insurance shall be applied to prepay Loans in accordance with Section 2.09(d) hereof. During the occurrence and continuance of a Default, the Net Proceeds of insurance shall be maintained in a cash collateral account with the Administrative Agent and may be, upon notice to the Borrowers, setoff and applied to prepay outstanding principal and interest on the Loans. The Borrowers will deliver to the Administrative Agent (i) on the date of the first Borrowing hereunder and within 91 days after the end of each fiscal year of the Borrowers, a certificate dated such date showing Administrative Agent the total amount of insurance coverage as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurancesuch date, (ii) providing that 30 days’ notice will be given from time to time true and complete copies of such insurance policies of the Borrowers (or, if the Borrowers do not have such insurance policies in their possession, evidence thereof) relating to such insurance coverage as the Required Lenders through the Administrative Agent prior to may request, (iii) within 15 days of receipt of notice from any insurer, a copy of any notice of cancellation of, or material reduction or adverse change in coverage provided by or other material modification to such policy from that existing on the date of this Agreement and (iiiiv) reasonably acceptable in all other respects to Administrative Agent. Borrower shallwithin 15 days of any cancellation or nonrenewal of coverage by the Borrowers, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, notice of each business interruption insurance policy maintained by any Loan Partysuch cancellation or nonrenewal. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Phillips Van Heusen Corp /De/), Revolving Credit Agreement (Phillips Van Heusen Corp /De/)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective its Subsidiaries to keep, all property material property, including all Mortgaged Property (including, but not limited to, equipment), useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary normal wear and tear and damage by casualty or force majeure excepted, and subject to Section 8.4. (b) Maintainmaintain, and shall cause each other Loan Party and each of their respective its Subsidiaries to maintain, with responsible financially sound and reputable insurers, insurance companieswith respect to its material 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 as are customarily carried under similar circumstances by such other Persons. Such insurance shall be maintained with financially sound and reputable insurers, except that a portion of such insurance coverage as program (not to exceed that which is customary in the case of companies engaged in the same or similar business or having similar properties similarly situated) may be required by any law or governmental regulation or court decree or order applicable to it and such other effected through self-insurance, provided adequate reserves therefor, in accordance with GAAP, are maintained, and (c) furnish to Administrative Agent, on the Initial Borrowing Date and annually on each date of delivery of the financial statements under Section 7.1(b), full information as to the insurance carried. All insurance policies or certificates (or certified copies thereof) with respect to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated insurance: (i) shall be endorsed to the Administrative Agent’s reasonable satisfaction for the benefit of the Secured Creditors (including, without limitation, business interruption insurance in an amount not less than as maintained on by naming the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent additional insured, as an additional insured with respect to each policy of liability insurance, appropriate); and (ii) providing shall state that 30 such insurance policy shall not be canceled without the insurer’s endeavoring to provide fifteen days’ (five days in the case of cancellation due to non-payment of premiums) prior written notice will be given thereof to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, At any time that insurance at levels described in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy Schedule 7.8 is not being maintained by Company or any Loan Partyof its Subsidiaries, Company will notify the Lenders in writing within five (5) Business Days thereof. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Texas Petrochemicals Inc.), Revolving Credit Agreement (Texas Petrochemicals Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, Keep all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (immaterial portions of such property and ordinary wear and tear and obsolescence excepted.); (b) MaintainMaintain with financially sound and reputable insurance companies insurance on all its material property (including without limitation its material tangible Collateral) in at least such amounts and against at least such risks as are usually insured against in the same general area by companies engaged in the same or a similar business; and furnish to the Administrative Agent, upon written request, full information as to the insurance carried; provided, however, that the Borrower and its Subsidiaries may maintain self insurance plans to the extent companies of similar size and in similar businesses do so. The Administrative Agent shall be named as loss payee or mortgagee, as its interest may appear, with respect to casualty policies and/or additional insured with respect to any liability insurance providing coverage in respect of any Collateral, and cause each other Loan Party and each provider of their respective Subsidiaries to maintain, with responsible insurance companies, any such insurance coverage as may shall agree, by endorsement upon the policy or policies issued by it or by independent instruments furnished to the Administrative Agent, that it will give the Administrative Agent thirty (30) days prior written notice before any such policy or policies shall be required by any law altered or governmental regulation canceled, and that no act or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities default of the type identified on Schedule 9.16 and Borrower or any of its Subsidiaries or any other Person shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request affect the rights of the Administrative Agent or the Lenders under such policy or policies. The insurance coverage of the Borrower and its Subsidiaries as of the Closing Date is outlined as to carrier, policy number, expiration date, type and amount on Schedule 5.5(b); and (c) In case of any Lenderloss, furnish damage to or destruction of a material portion of the Collateral of any Credit Party or any part thereof, such Credit Party shall promptly give written notice thereof to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail generally describing the nature and extent of all such loss, damage or destruction. In case of any loss, damage to or destruction of the Collateral of any Credit Party or any part thereof such Credit Party will ensure that the net insurance maintained by proceeds of any such event are collected and applied in accordance with the Loan Parties and each applicable provisions of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythis Agreement. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Credit Agreement (Consolidated Graphics Inc /Tx/), Credit Agreement (Consolidated Graphics Inc /Tx/)

Maintenance of Property; Insurance. (a) KeepEach Credit Party will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear and obsolescence excepted. If all or any part of the Collateral useful or necessary in its business, or upon which any Borrowing Base is calculated, becomes damaged or destroyed, each Credit Party will, and will cause each Subsidiary to, promptly and completely repair and/or restore the affected Collateral in a good and workmanlike manner, regardless of whether Agent agrees to disburse insurance proceeds or other sums to pay costs of the work of repair or reconstruction. (b) MaintainUpon completion of any Permitted Contest, Credit Parties shall, and will cause each other Loan Subsidiary to, promptly pay the amount due, if any, and deliver to Agent proof of the completion of the contest and payment of the amount due, if any. (c) Each Credit Party will maintain (i) casualty insurance on all real and each personal property on an all risks basis (including the perils of their respective Subsidiaries to maintainflood, with responsible insurance companieswindstorm and quake), covering the repair and replacement cost of all such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it property and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitationcoverage, business interruption and rent loss coverages with extended period of indemnity (for the period required by Agent from time to time) and indemnity for extra expense, in each case without application of coinsurance and with agreed amount endorsements, (ii) general and professional liability insurance (including products/completed operations liability coverage), and (iii) such other insurance coverage, in each case 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 as are customarily carried under similar circumstances by such other Persons; provided, however, that, in no event shall such insurance be in amounts or with coverage less than, or with carriers with qualifications inferior to, any of the insurance or carriers in existence as of the Closing Date (or required to be in existence after the Closing Date under a Financing Document). All such insurance shall be provided by insurers having an amount not less than A.M. Best policyholders rating reasonably acceptable to Agent. (d) On or prior to the Closing Date, and at all times thereafter, each Credit Party will cause Agent to be named as an additional insured, assignee and lender loss payee (which shall include, as applicable, identification as mortgagee), as applicable, on each insurance policy required to be maintained pursuant to this Section 4.4 pursuant to endorsements in form and substance acceptable to Agent. Credit Parties shall deliver to Agent and the Lenders (i) on the Closing Date, but which shall insure a certificate from Credit Parties’ insurance broker dated such date showing the amount of coverage as of such date, and that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all risks loss payees and liabilities additional insureds and all rights of the type identified on Schedule 9.16 subrogation against all loss payees and shall have insured amounts no less thanadditional insureds, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent that if all or any Lenderpart of such policy is canceled, furnish terminated or expires, the insurer will forthwith give notice thereof to Administrative Agent or such Lender original or electronic copies of policies evidencing such insuranceeach additional insured, assignee and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to and that no cancellation, reduction in amount or material change in coverage thereof shall be effective until at least thirty (30) days after receipt by each policy additional insured, assignee and loss payee of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurancewritten notice thereof, (ii) providing that 30 days’ on an annual basis, and upon the request of any Lender through Agent from time to time full information as to the insurance carried, (iii) within five (5) days of receipt of notice will be given to Administrative Agent prior to from any cancellation ofinsurer, a copy of any notice of cancellation, nonrenewal or material reduction or change in coverage provided from that existing on the date of this Agreement, (iv) forthwith, notice of any cancellation or nonrenewal of coverage by or other material modification to such policy any Credit Party, and (iiiv) reasonably acceptable in all other respects at least sixty (60) days prior to Administrative Agent. Borrower shallexpiration of any policy of insurance, evidence of renewal of such insurance upon the terms and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partyconditions herein required. (ce) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIn the event any Credit Party fails to provide Agent with evidence of the insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent may purchase insurance at Credit PartiesINTERESTS IN THE COLLATERALexpense to protect Agent’s interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect such Credit Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage purchased by Agent may not pay any claim made by such Credit Party or any claim that is made against such Credit Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTSuch Credit Party may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that such Credit Party has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCECredit Parties will be responsible for the costs of that insurance to the fullest extent provided by law, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and other charges imposed by Agent in connection with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the Obligations. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of insurance such Credit Party is able to obtain on its own.

Appears in 2 contracts

Samples: Credit, Security and Guaranty Agreement (Revolving Loan) (Xtant Medical Holdings, Inc.), Credit, Security and Guaranty Agreement (Xtant Medical Holdings, Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingengaged in similar businesses and owning similar properties in localities where such Loan Parties operate, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower The Borrowers shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 at least 15 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and The Borrowers shall cause each other Loan Party to, execute and deliver to the Administrative Agent a collateral assignmentan endorsement, in form and substance satisfactory to the Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe Borrowers, showing the Administrative Agent as an additional insured and lender loss payee. (cA) UNLESS BORROWER PROVIDES THE BORROWERS PROVIDE THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S THE BORROWERS’ EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER THE BORROWERS MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES THE BORROWERS HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE BORROWERS WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Credit Agreement (Landauer Inc), Credit Agreement (Landauer Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the such Borrower or such other Loan Parties and each of their respective Subsidiaries Party in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated; provided that in any event, without limitation, business interruption such insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 insured against as of the Closing Date and shall have insured amounts no less than, and deductibles no higher than, than (in all material respects) those set forth on such schedule; and, upon amounts provided for as of the Closing Date. Upon request of Administrative Agent or any Lender, Administrative Borrower shall furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties each Borrower and each of their respective Subsidiariesother Loan Party. Borrower Borrowers shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shallBorrowers shall execute and deliver, and shall cause each other applicable Loan Party to, to execute and deliver deliver, to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any the Loan PartyParties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrowers provide Agent with evidence of the continuing insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent may purchase insurance at BorrowersINTERESTS IN THE COLLATERALexpense to protect Agent’s and Lenders’ interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect Borrowers’ and each other Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Agent purchases may, but need not, pay any claim that is made against any Borrower or any other Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrowers may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that Borrowers have obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEBorrowers will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Loans owing hereunder.

Appears in 2 contracts

Samples: Credit Agreement (Performance Health Holdings Corp.), Credit Agreement (Performance Health Holdings Corp.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective its Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective its Subsidiaries to maintain, with responsible financially sound insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of the Administrative Agent or any LenderAgent, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. The Borrower shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as lender’s loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless the Borrower provides the Administrative Agent with evidence of the insurance coverage required by this agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSthe Administrative Agent may, following written notice to the Borrower, purchase insurance at the Borrower’s expense to protect the Administrative Agent’s and the LendersINTERESTS IN THE COLLATERALinterests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect any Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that the Administrative Agent purchases may not pay any claim that is made against any Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTThe Borrower may later cancel any insurance purchased by the Administrative Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing the Administrative Agent with evidence that the company has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf the Administrative Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEthe Borrower will be responsible for the costs of that insurance, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and any other charges that may be imposed with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the principal amount of the Loans owing hereunder. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of the insurance the Loan Parties may be able to obtain on their own.

Appears in 2 contracts

Samples: Credit Agreement (Kapstone Paper & Packaging Corp), Credit Agreement (Kapstone Paper & Packaging Corp)

Maintenance of Property; Insurance. (a) KeepParent will, and will cause each other Loan Party and each of their respective its Subsidiaries to keepto, (i) keep all property useful and necessary in to the business of the Loan Parties Parent and each of their respective its Subsidiaries in good working order and condition, ordinary wear and tear exceptedexcepted and subject to the occurrence of casualty, natural catastrophe and other covered occurrences or events that may cause damage to, or partial or complete loss of, the property, (ii) maintain with financially sound and reputable insurance companies having a rating from A.M Best Company of A or better, policies of insurance, lawfully issued and enforceable, on all such property and against all such risks in amounts not less than sufficient to cover the full replacement of the property, in addition to any taxes or assessments that may be due or payable, on such terms and subject to such conditions as is consistent and in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as Parent and its Subsidiaries, and (iii) furnish to the Administrative Agent, upon its request therefor, full information as to the insurance carried. In addition to the requirements of the immediately preceding sentence, Parent and the Borrowers will at all times cause insurance of the types described in Schedule VII to be maintained (with the same scope of coverage as that described in Schedule VII) at levels which are consistent with their practices immediately before the Funding Date. Such insurance shall include physical damage insurance on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and including any business interruption and any contingent business interruption insurance. The provisions of this Section 7.03 shall be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance. In addition to the foregoing, Parent and the Borrowers acknowledge and agree that (x) the Administrative Agent has the right, at any time, to review the insurance then being maintained by Parent and its Subsidiaries and to require Parent and its Subsidiaries to increase their levels of coverage from that which then exists to the extent that the Administrative Agent has a reasonable basis to require same and (y) they will, within 30 days following such a request by the Administrative Agent, obtain such increased insurance coverage. All such insurance policies are valid and enforceable in accordance with their terms and are in full force and effect (assuming no default by any such insurer), all premiums thereon have been paid when due and the Parent and Borrowers are otherwise in compliance in all material respects with the terms and provisions of such policies. No written notice of cancellation, termination or revocation or other written notice that any such policy is no longer in full force or effect or that the issuer of any policy is not willing or able to perform its obligations thereunder has been received by the Parent or Borrowers. (b) MaintainParent will, and will cause each other Loan Party of its Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, and each of their respective Subsidiaries all policies or certificates (or certified copies thereof) with respect to maintain, with responsible insurance companies, such insurance coverage as may be required by (and any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily insurance maintained by companies similarly situated Parent and/or such Subsidiaries) (i) shall be endorsed to the Collateral Agent’s satisfaction for the benefit of the Collateral Agent (including, without limitation, business interruption insurance in an amount not less than as maintained on by naming the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Collateral Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an and/or additional insured with respect to each policy of liability insuranceinsured), (ii) providing shall state that such insurance policies shall not be canceled without at least 30 days’ prior written notice will be given thereof by the respective insurer to Administrative Agent prior to any cancellation ofthe Collateral Agent, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the other respects to Administrative Agent. Borrower shallSecured Creditors, and (iv) shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative be deposited with the Collateral Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIf Parent or any of its Subsidiaries shall fail to maintain insurance in accordance with this Section 7.03, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAYor if Parent or any of its Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNthe Administrative Agent shall have the right (but shall be under no obligation) to procure such insurance and Parent and the Borrowers jointly and severally agree to reimburse the Administrative Agent for all costs and expenses of procuring such insurance.

Appears in 2 contracts

Samples: Credit Agreement (SAExploration Holdings, Inc.), Credit Agreement (SAExploration Holdings, Inc.)

Maintenance of Property; Insurance. (a) Keep, Schedule II sets forth a true and cause each other Loan Party complete listing of all insurance maintained by the Parent and each of their respective its Subsidiaries to keepas of the Third Restatement Effective Date. The Parent will, and will cause each of its Subsidiaries to, (i) keep all material property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted), (ii) maintain with financially sound and reputable insurance companies key-man life insurance, liability insurance and insurance on all its property in at least such amounts and against at least such risks as are described on Schedule II and in any event in accordance with standard industry practices and (iii) furnish to each Bank, upon written request, full information as to the insurance carried. The provisions of this Section 7.03 shall be deemed to be supplemental to, but not duplicative of, the provisions of any of the Security Documents that require the maintenance of insurance. (b) MaintainThe Parent will at all times keep, and will cause each other Loan Party and each of their respective its Subsidiaries to maintainkeep, its property insured in favor of the Collateral Agent, and all policies (including mortgage policies) or certificates (or certified copies thereof) with responsible insurance companies, respect to such insurance coverage as may be required by (and any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily insurance maintained by companies similarly situated the Parent or its Subsidiaries (other than employee benefit insurance)) (i) shall be endorsed to the Collateral Agent's satisfaction for the benefit of the Collateral Agent (including, without limitation, business interruption by naming the Collateral Agent as loss payee and naming the Collateral Agent, each Agent and each Bank as an additional insured) with respect to any Collateral, (ii) shall state that such insurance policies shall not be canceled or revised in an amount not less than as maintained on a manner adverse to the Closing DateBanks without 30 days' prior written notice thereof by the respective insurer to the Collateral Agent, but which (iii) shall insure against provide that the respective insurers irrevocably waive any and all risks and liabilities rights of subrogation with respect to the Collateral Agent, (iv) shall contain the standard noncontributory mortgagee clause endorsement in favor of the type identified on Schedule 9.16 Collateral Agent with respect to hazard insurance coverage, (v) shall provide that any losses shall be payable notwithstanding (A) any act or neglect of the Parent or any of its Subsidiaries, (B) the occupation or use of the properties for purposes more hazardous than those permitted by the terms of the respective policy if such coverage is obtainable at commercially reasonable rates and is of the kind from time to time customarily insured against by Persons owning or using similar property and in such amounts as are customary, (C) any foreclosure or other proceeding relating to the insured properties or (D) any change in the title to or ownership or possession of the insured properties and (vi) shall be deposited with the Collateral Agent. If the Parent or any of its Subsidiaries shall fail to insure its property in accordance with this Section 7.03, or if the Parent or any of its Subsidiaries shall fail to endorse and deposit all policies or certificates with respect thereto, the Collateral Agent shall have insured amounts the right (but shall be under no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish obligation) to Administrative Agent or such Lender original or electronic copies of policies evidencing procure such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. the Parent and the Borrower shall cause each issuer jointly and severally agrees to reimburse the Collateral Agent for all costs and expenses of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability procuring such insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Credit Agreement (Hq Global Holdings Inc), Credit Agreement (Frontline Capital Group)

Maintenance of Property; Insurance. (a) KeepEach Credit Party will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful used and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and conditioncondition in all material respects, ordinary wear and tear and casualty event excepted. (b) MaintainEach Credit Party will maintain (i) casualty insurance on all personal property on an all risks basis (including the perils of flood, windstorm and cause each other Loan Party quake), covering the repair and each replacement cost of their respective Subsidiaries to maintain, with responsible insurance companies, all such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it property and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitationcoverage, business interruption and rent loss coverages with extended period of indemnity (which period shall be at least 180 days) and indemnity for extra expense, in each case without application of coinsurance and with agreed amount endorsements, (ii) general and professional liability insurance (including products/completed operations liability coverage), and (iii) such other insurance coverage in each case 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 as are customarily carried under similar circumstances by such other Persons. (c) Subject to Section 7.4, on or prior to the Closing Date, and at all times thereafter, each Credit Party will cause Agent to be named as an amount not less than additional insured under the commercial general liability insurance and lender loss payee (which shall include, as maintained applicable, identification as mortgagee) on the commercial property insurance, pursuant to endorsements in form and substance reasonably acceptable to the Required Lenders. Subject to Section 7.4, Credit Parties shall deliver to Agent and the Lenders (i) on the Closing Date, but a certificate from Credit Parties’ insurance broker showing the amount of coverage as of the date of the certificate, which shall insure be a recent date, and that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all risks loss payees and liabilities additional insureds and all rights of the type identified on Schedule 9.16 subrogation against all loss payees and shall have insured amounts no less thanadditional insureds, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent that if all or any Lenderpart of such policy is canceled, furnish terminated or expires, the insurer will forthwith give notice thereof to Administrative Agent or such Lender original or electronic copies of policies evidencing such insuranceeach additional insured, assignee and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect and that no cancellation or termination in coverage thereof shall be effective until at least thirty (30) days (or ten (10) days for nonpayment of premium) after notice to each policy of property or casualty insurance additional insured, assignee and naming Administrative Agent as an additional insured with respect to each policy of liability insuranceloss payee, (ii) providing that 30 days’ on an annual basis, and upon the request of any Lender through Agent from time to time full information as to the insurance carried, (iii) within ten (10) days of receipt of notice will be given to Administrative Agent prior to from any cancellation ofinsurer, a copy of any notice of cancellation, nonrenewal or material reduction or change in coverage provided by or other material modification to such policy from that existing on the date of this Agreement, and (iiiiv) reasonably acceptable in all other respects to Administrative Agent. Borrower shallforthwith, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, notice of each business interruption insurance policy maintained any cancellation or nonrenewal of coverage by any Loan Credit Party. (cd) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIn the event any Credit Party fails to provide Agent with evidence of the insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent (acting at the written direction of the Required Lenders) may purchase insurance at Credit PartiesINTERESTS IN THE COLLATERALexpense to protect Agent’s interests in the Collateral if Borrower fails to obtain insurance coverage as required by this Section 4.4 within ten (10) Business Days of receipt of notice from Agent of such failure; provided that if an Event of Default has occurred and is continuing, Agent may purchase insurance without first notifying Borrower of such failure. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect such Credit Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage purchased by Agent may not pay any claim made by such Credit Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTSuch Credit Party may later cancel any insurance purchased by Agent and Agent will cooperate with such Credit Party in this regard, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that such Credit Party has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCECredit Parties will be responsible for the documented costs of that insurance to the fullest extent provided by law, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and other charges imposed by Agent in connection with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERSuch documented costs of the insurance may be added to the Obligations. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of insurance such Credit Party is able to obtain on its own; provided that the Required Lenders shall use their Permitted Discretion in selecting any such insurance policies.

Appears in 2 contracts

Samples: Credit, Security and Guaranty Agreement (Alphatec Holdings, Inc.), Credit, Security and Guaranty Agreement (Alphatec Holdings, Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective its Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective its Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of the Administrative Agent or any LenderAgent, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. The Borrower shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing Administrative the Collateral Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative the Collateral Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative the Collateral Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and shall cause each other Each Loan Party to, shall execute and deliver to Administrative the Collateral Agent a collateral assignment, in form and substance satisfactory to the Administrative Agent, of each business interruption insurance policy maintained by any such Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless the Borrower provides the Administrative Agent with evidence of the insurance coverage required by this agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSthe Administrative Agent may, following written notice to the Borrower, purchase insurance at the Borrower’s expense to protect the Collateral Agent’s and the LendersINTERESTS IN THE COLLATERALinterests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect any Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that the Administrative Agent purchases may not pay any claim that is made against any Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTThe Borrower may later cancel any insurance purchased by the Administrative Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing the Administrative Agent with evidence that the company has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf the Administrative Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEthe Borrower will be responsible for the costs of that insurance, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and any other charges that may be imposed with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the principal amount of the Loans owing hereunder. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of the insurance the Loan Parties may be able to obtain on their own.

Appears in 2 contracts

Samples: Credit Agreement (Kapstone Paper & Packaging Corp), Credit Agreement (Kapstone Paper & Packaging Corp)

Maintenance of Property; Insurance. (a) KeepThe Parent Guarantors and the Borrower Agent will, and will cause each other Loan Party and each of their respective Subsidiaries to keepto, (i) keep all property useful and necessary in to the business of the Loan Parties Parent Guarantors, the Borrower Agent and each of their respective Subsidiaries in good working order and condition, (x) except ordinary wear and tear exceptedand obsolescence, (y) except and subject to the occurrence of casualty events and (z) except where failure to do so would not materially or adversely affect its business, (ii) maintain with financially sound and reputable insurance companies insurance on all such property and against all such risks as is consistent and in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as the Parent Guarantors, the Borrower Agent and their Subsidiaries, and (iii) furnish to the Administrative Agent, upon its request therefor, full information as to the insurance carried. In addition to the requirements of the immediately preceding sentence, the Parent Guarantors, the Borrower Agent and their Subsidiaries will at all times cause insurance of the types described in Schedule 8.21 to be maintained (with the same scope of coverage as that described in Schedule 8.21) at levels which are consistent with their practices immediately before the Closing Date. Such insurance shall include physical damage insurance on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insurance. (b) MaintainThe Borrower Agent will, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute at all times keep its property insured in favor of the Collateral Agent, and deliver all policies and certificates (or certified copies thereof including any endorsements) with respect to Administrative such insurance (and any other insurance maintained by such Parent Guarantor, the Borrower Agent a collateral assignment, in form and substance satisfactory and/or such Subsidiaries) (i) shall be endorsed to the Administrative Agent’s satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as lender loss payee and/or additional insured), (ii) shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the other Secured Parties, and (iii) shall be deposited with the Collateral Agent. The Parent Guarantors and the Borrower Agent will, and will cause each business interruption of their Subsidiaries to, use commercially reasonable efforts to obtain endorsements to its insurance policy maintained policies stating that such insurance policies shall not be canceled without at least 30 days’ prior written notice thereof by any Loan Partythe respective insurer to the Collateral Agent. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIf any Parent Guarantor, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSthe Borrower Agent or any of their Subsidiaries shall fail to maintain insurance in accordance with this Section 9.03, or if any Parent Guarantor, the Borrower Agent or any of its Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent shall have the right (but shall be under no obligation) to procure such insurance and the Borrower Agent agrees to reimburse the Administrative Agent for all costs and expenses of procuring such insurance and to the extent not reimbursed within three (3) Business Days of demand, Borrowers shall be deemed to have requested a Revolving Loan as an ABR Loan in an amount necessary to pay such costs and expenses and such amounts shall be charged to BorrowersINTERESTS IN THE COLLATERAL. THIS INSURANCE MAYAccount. (d) If at any time the improvements on any Material Real Property subject (or are required to be subject) to a Lien securing the Obligations are located in an area identified as a special flood hazard area by the Federal Emergency Management Agency or any successor thereto or other applicable agency, BUT NEED NOTthe Borrower Agent and the Parent Guarantors will, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTand will cause each of their Subsidiaries to, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALat all times keep and maintain flood insurance in an amount no less than the amount sufficient to comply with the rules and regulations promulgated under the National Flood Insurance Act of 1968 and Flood Disaster Protection Act of 1973, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNeach as amended from time to time.

Appears in 2 contracts

Samples: Abl Credit Agreement (Pyxus International, Inc.), Abl Credit Agreement (Pyxus International, Inc.)

Maintenance of Property; Insurance. (a) Keep, Schedule II sets forth a true and cause each other Loan Party complete listing of all insurance maintained by the Borrower and each of their respective its Subsidiaries to keepas of the Restatement Effective Date. The Borrower will, and will cause each of its Subsidiaries to, (i) keep all material property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted), (ii) maintain with financially sound and reputable insurance companies key-man life insurance, liability insurance and insurance on all its property in at least such amounts and against at least such risks as are described on Schedule II and (iii) furnish to each Bank, upon written request, full information as to the insurance carried. The provisions of this Section 7.03 shall be deemed to be supplemental to, but not duplicative of, the provisions of any of the Security Documents that require the maintenance of insurance. (b) MaintainThe Borrower will at all times keep, and will cause each other Loan Party and each of their respective its Subsidiaries to maintainkeep, its property insured in favor of the Collateral Agent, and all policies (including mortgage policies) or certificates (or certified copies thereof) with responsible insurance companies, respect to such insurance coverage as may be required by (and any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily insurance maintained by companies similarly situated the Borrower or its Subsidiaries (other than employee benefit insurance)) (i) shall be endorsed to the Collateral Agent's satisfaction for the benefit of the Collateral Agent (including, without limitation, business interruption insurance in an amount not less than as maintained on by naming the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Collateral Agent as loss payee and naming the Collateral Agent, the Agent and each Bank as an additional insured) with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insuranceCollateral, (ii) providing shall state that such insurance policies shall not be cancelled or revised in a manner adverse to the Banks without 30 days' prior written notice will be given thereof by the respective insurer to Administrative Agent prior to any cancellation ofthe Collateral Agent, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral Agent, (iv) shall contain the standard noncontributory mortgagee clause endorsement in all favor of the Collateral Agent with respect to hazard insurance coverage, (v) shall provide that any losses shall be payable notwithstanding (A) any act or neglect of the Borrower or any of its Subsidiaries, (B) the occupation or use of the properties for purposes more hazardous than those permitted by the terms of the respective policy if such coverage is obtainable at commercially reasonable rates and is of the kind from time to time customarily insured against by Persons owning or using similar property and in such amounts as are customary, (C) any foreclosure or other respects proceeding relating to Administrative the insured properties or (D) any change in the title to or ownership or possession of the insured properties and (vi) shall be deposited with the Collateral Agent. If the Borrower shallor any of its Subsidiaries shall fail to insure its property in accordance with this Section 7.03, or if the Borrower or any of its Subsidiaries shall fail to endorse and deposit all policies or certificates with respect thereto, the Collateral Agent shall cause each other Loan Party tohave the right (but shall be under no obligation) to procure such insurance and the Borrower jointly and severally agrees, execute to reimburse the Collateral Agent for all costs and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, expenses of each business interruption insurance policy maintained by any Loan Partyprocuring such insurance. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Credit Agreement (Vantas Inc), Credit Agreement (Reckson Services Industries Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries Company or such Subsidiary in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative the Agent or any LenderBank, furnish to Administrative the Agent or such Lender original or electronic copies of policies evidencing such insurance, and Bank a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Company and each of their respective its Subsidiaries. Borrower The Company shall cause each issuer of an insurance policy to provide Administrative the Agent with an endorsement (i) showing Administrative loss payable to the Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative the Agent and each Bank as an additional insured with respect to each policy of insurance for liability insurancefor personal injury or property damage, (ii) providing that 30 days' notice will be given to Administrative the Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative the Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER THE COMPANY PROVIDES ADMINISTRATIVE THE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE THE AGENT MAY PURCHASE INSURANCE AT BORROWER’S THE COMPANY'S EXPENSE TO PROTECT ADMINISTRATIVE THE AGENT’S 'S AND THE LENDERS’ BANKS' INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S THE COMPANY'S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE THE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY THE COMPANY IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE THE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE THE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE THE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES COMPANY MAY BE ABLE TO OBTAIN ON THEIR ITS OWN.

Appears in 2 contracts

Samples: Credit Agreement (Fargo Electronics Inc), Credit Agreement (Fargo Electronics Inc)

Maintenance of Property; Insurance. (a) KeepThe Borrower will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) MaintainThe Borrower will, and will cause each other Loan Party of its Subsidiaries to, maintain (either in the name of the Borrower or in such Subsidiary's own name) with financially sound and each of their respective Subsidiaries to maintain, with responsible insurance companies, insurance on all their respective properties in at least such amounts and against at least such risks (and with such risk retention) as are usually insured against in the same general area by companies of established repute engaged in the same or a similar business; and will furnish to the Banks, upon request from the Administrative Agent, information presented in reasonable detail as to the insurance so carried. The Borrower will, and will cause each of its Subsidiaries to, maintain such insurance in a coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount of not less than 90% of the coverage amount as maintained on of the Closing Date, but which shall insure against all with deductibles, risks covered and liabilities other provisions (other than amount of premiums) not materially less favorable to the Borrower and its Subsidiaries as of the type identified on Schedule 9.16 and shall have insured amounts no less thanClosing Date. (c) The Borrower will, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and will cause each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party the Subsidiary Guarantors to, execute and deliver cause all such policies to Administrative Agent be endorsed or otherwise amended to include a collateral assignment"standard" or "New York" lender's loss payable endorsement, in form and substance satisfactory to the Senior Administrative Agent, the Senior Collateral Agent, the Administrative Agent, and the Second Priority Collateral Trustee which endorsement shall provide that, from and after the Closing Date, if the insurance carrier shall have received written notice from the Senior Administrative Agent, the Senior Collateral Agent, the Second Priority Collateral Trustee or the Administrative Agent of the occurrence of an Event of Default, the insurance carrier shall pay all proceeds otherwise payable to the Borrower and any other Obligor under such policies directly to the Senior Collateral Agent and the Second Priority Collateral Trustee, as their interests may appear, for application pursuant to the Collateral Trust and Intercreditor Agreement; cause all such policies to provide that none of the Borrower, the Senior Administrative Agent, the Senior Collateral Agent, the Second Priority Collateral Trustee, the Administrative Agent, nor any other party shall be a coinsurer thereunder and to contain a "Replacement Cost Endorsement", without any deduction for depreciation, and such other provisions as the Senior Administrative Agent, the Senior Collateral Agent, the Second Priority Collateral Trustee or the Administrative Agent may reasonably require from time to time to protect their interests; deliver broker's certificates to the Senior Collateral Agent and the Second Priority Collateral Trustee; cause each business interruption insurance such policy maintained to provide that it shall not be canceled or not renewed by reason of nonpayment of premium upon not less than 10 days prior written notice thereof by the insurer to the Senior Administrative Agent, the Senior Collateral Agent, the Second Priority Collateral Trustee and the Administrative Agent (giving the Senior Administrative Agent, the Senior Collateral Agent, the Second Priority Collateral Trustee and the Administrative Agent the right to cure defaults in the payment of premiums) or for any Loan Partyother reason upon not less than 30 days' prior written notice thereof by the insurer to the Senior Administrative Agent, the Senior Collateral Agent, the Second Priority Collateral Trustee and the Administrative Agent; deliver to the Senior Administrative Agent, the Senior Collateral Agent, the Second Priority Collateral Trustee and the Administrative Agent, before the cancellation or nonrenewal of any such policy of insurance, a copy of a renewal or replacement policy (or other evidence of renewal of a policy previously delivered to the Senior Administrative Agent, the Senior Collateral Agent, the Second Priority Collateral Trustee and the Administrative Agent) together with evidence reasonably satisfactory to the Senior Administrative Agent, the Senior Collateral Agent and the Administrative Agent of payment of the premium therefor. (cd) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT[Reserved] (e) The Borrower will, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALand will cause each of the Subsidiary Guarantors to, with respect to any Mortgaged Property, carry and maintain comprehensive general liability insurance including the "broad form CGL endorsement" and coverage on an occurrence basis against claims made for personal injury (including bodily injury, death and property damage) and umbrella liability insurance against any and all claims, in no event for a combined single limit of less than $10,000,000, naming the Senior Collateral Agent (for the benefit of the Senior Bank Parties) and the Second Priority Collateral Trustee (for the benefit of the Second Priority Debt Parties) as additional insured parties, on forms satisfactory to the Senior Collateral Agent and the Second Priority Collateral Trustee. (f) The Borrower will notify the Senior Administrative Agent, the Senior Collateral Agent, the Second Priority Collateral Trustee and the Administrative Agent promptly whenever any separate insurance concurrent in form or contributing in the event of loss with that required to be maintained under this Section is taken out by the Borrower or its Subsidiaries; and promptly deliver to the Senior Administrative Agent, the Senior Collateral Agent, the Second Priority Collateral Trustee and the Administrative Agent a duplicate original copy of such policy or policies. (g) In connection with the covenants set forth in this Section, it is agreed that: (i) none of the Administrative Agent, the Banks, or their respective agents or employees shall be liable for any loss or damage insured by the insurance policies required to be maintained under this Section, and (A) the Borrower and each other Obligor shall look solely to their insurance companies or any other parties other than the aforesaid parties for the recovery of such loss or damage and (B) such insurance companies shall have no rights of subrogation against the Administrative Agent, the Second Priority Collateral Trustee, the Banks or their agents or employees. THIS INSURANCE MAYIf, BUT NEED NOThowever, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTthe insurance policies do not provide waiver of subrogation rights against such parties, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALas required above, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEthen the Borrower hereby agrees, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEto the extent permitted by law, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNto waive its right of recovery, if any, against the Administrative Agent, the Second Priority Collateral Trustee, the Banks and their agents and employees; and (ii) the designation of any form, type or amount of insurance coverage by the Administrative Agent, the Second Priority Collateral Trustee or the Required Banks under this Section shall in no event be deemed a representation, warranty or advice by the Administrative Agent, the Second Priority Collateral Trustee or the Banks that such insurance is adequate for the purposes of the business of the Borrower and the Subsidiaries or the protection of their properties.

Appears in 2 contracts

Samples: RCF Facility Agreement (Rite Aid Corp), PCS Facility Agreement (Rite Aid Corp)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries Restricted Subsidiary to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries Borrower or such Restricted Subsidiary in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries Restricted Subsidiary to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated; provided that in any event, without limitation, business interruption Borrower shall use commercially reasonably efforts to assure that such insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 insured against as of the Closing Date and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon amounts provided for as of the Closing Date. Upon request of Administrative Agent or any Lender, Borrower shall furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by Borrower and the Loan Parties and each of their respective Restricted Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as a loss payee with respect to each policy of property or casualty insurance in respect of (a) each claim in excess of $25,000 and (b) each claim of any size at any time that an Event of Default is in existence, and naming Administrative Agent and each Lender as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days' notice will be given to Administrative Agent prior to any cancellation of, or material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan PartyBorrower. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrower provides Agent with evidence of the continuing insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALAgent may purchase insurance at Borrower's expense to protect Agent's and Lenders' interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect Borrower's interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Agent purchases may, but need not, pay any claim that is made against Borrower in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrower may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that Borrower has obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEBorrower will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Loans owing hereunder.

Appears in 2 contracts

Samples: Credit Agreement (American Coin Merchandising Inc), Credit Agreement (American Coin Merchandising Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted, and except where the failure to do so could reasonably be expected to have a Material Adverse Effect. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedulesituated; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower The Company shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as loss payee with respect to each policy of property or casualty insurance insurance, and naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 10 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shallUpon the request of the Administrative Agent, and the Company shall cause each other Loan Party to, execute and deliver to the Administrative Agent a collateral assignment, in form and substance satisfactory to the Administrative Agent, of each business interruption insurance policy maintained by any the Company. Administrative Agent is authorized, but not obligated, as the attorney-in-fact for the Company, and every other Loan Party, prior to the occurrence of an Event of Default, with the Company’s consent (which consent shall not be unreasonably withheld), and upon the occurrence and during the continuance of an Event of Default, without the Company’s or any other Loan Party’s consent, (i) to adjust and compromise proceeds payable under such policies of insurance, (ii) to collect, receive and give receipts for such proceeds in the name of the Company or any other Loan Party and Administrative Agent, and (iii) to endorse the Company’s or any other Loan Party’s name upon any instrument in payment thereof. Such power granted to Administrative Agent shall be deemed coupled with an interest and shall be irrevocable (until all of the Obligations are fully and indefeasibly Paid in Full). The Company shall or shall cause any other Loan Party Person upon request of Administrative Agent at any time to furnish to Administrative Agent updated evidence of insurance. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Credit Agreement (Concur Technologies Inc), Credit Agreement (Concur Technologies Inc)

Maintenance of Property; Insurance. (a) KeepEach Borrower will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all material tangible property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear and casualty events excepted; and make all necessary repairs and/or restore the affected property in a good and workmanlike manner, regardless of whether Agent agrees to disburse insurance proceeds or other sums to pay costs of the work of repair or reconstruction, except where the failure to do so could not reasonably be expected to have a Material Adverse Effect. (b) MaintainUpon completion of any Permitted Contest, Borrowers shall, and will cause each other Loan Party Subsidiary to, promptly pay the amount due, if any, and each deliver to Agent proof of their respective Subsidiaries to maintainthe completion of the contest and payment of the amount due, with responsible if any. (c) Each Borrower will maintain (i) casualty insurance companieson all real and personal property on an all risks basis (including the perils of flood, windstorm and quake), covering the repair and replacement cost of all such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it property and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitationcoverage, business interruption and rent loss coverages with extended period of indemnity (for the period required by Agent from time to time) and indemnity for extra expense, in each case without application of coinsurance and with agreed amount endorsements, (ii) general and professional liability insurance (including products/completed operations liability coverage), and (iii) such other insurance coverage, in each case 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 as are customarily carried under similar circumstances by such other Persons. All such insurance shall be provided by insurers having an amount not less than A.M. Best policyholders rating reasonably acceptable to Agent. (d) On or prior to the Closing Date, and at all times thereafter, each Borrower will cause Agent to be named as an additional insured, assignee and lender loss payee (which shall include, as applicable, identification as mortgagee), as applicable, on each insurance policy required to be maintained pursuant to this Section 4.4 pursuant to endorsements in form and substance acceptable to Agent. Borrowers shall deliver to Agent and the Lenders (i) on the Closing Date, but which shall insure a certificate from Borrowers’ insurance broker dated such date showing the amount of coverage as of such date, and that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all risks loss payees and liabilities additional insureds and all rights of the type identified on Schedule 9.16 subrogation against all loss payees and shall have insured amounts no less thanadditional insureds, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent that if all or any Lenderpart of such policy is canceled, furnish terminated or expires, the insurer will forthwith give notice thereof to Administrative Agent or such Lender original or electronic copies of policies evidencing such insuranceeach additional insured, assignee and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to and that no cancellation, reduction in amount or material change in coverage thereof shall be effective until at least thirty (30) days after receipt by each policy additional insured, assignee and loss payee of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurancewritten notice thereof, (ii) providing that 30 days’ on an annual basis, and upon the request of any Lender through Agent from time to time full information as to the insurance carried, (iii) within five (5) days of receipt of notice will be given to Administrative Agent prior to from any cancellation ofinsurer, a copy of any notice of cancellation, nonrenewal or material reduction or change in coverage provided from that existing on the date of this Agreement, (iv) forthwith, notice of any cancellation or nonrenewal of coverage by or other material modification to such policy any Borrower, and (iiiv) reasonably acceptable in all other respects at least sixty (60) days prior to Administrative Agent. Borrower shallexpiration of any policy of insurance, evidence of renewal of such insurance upon the terms and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partyconditions herein required. (ce) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIn the event any Borrower fails to provide Agent with evidence of the insurance coverage required by this Agreement within five (5) Business Days of such request (unless an Event of Default has occurred and is continuing, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSin which case no such waiting period shall apply), Agent may purchase insurance at BorrowersINTERESTS IN THE COLLATERALexpense to protect Agent’s interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect such Borrower’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage purchased by Agent may not pay any claim made by such Borrower or any claim that is made against such Borrower in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTSuch Borrower may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that such Borrower has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEBorrowers will be responsible for the costs of that insurance to the fullest extent provided by law, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and other charges imposed by Agent in connection with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the Obligations. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of insurance such Borrower is able to obtain on its own.

Appears in 2 contracts

Samples: Term Credit and Security Agreement (Spectranetics Corp), Revolving Credit and Security Agreement (Spectranetics Corp)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Borrower or such other Loan Parties and each of their respective Subsidiaries Party in good working order and condition, ordinary wear and tear excepted, and maintain, and cause each other Loan Party to maintain, its Intellectual Property in accordance with the provisions of the Collateral Documents. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated; provided that in any event, without limitation, business interruption such insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 insured against as of the Closing Date and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon amounts provided for as of the Closing Date. Upon request of Administrative the Agent or any the Lender, the Borrower shall furnish to Administrative the Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Borrower and each of their respective Subsidiariesother Loan Party. The Borrower shall cause each issuer of an insurance policy to provide Administrative the Agent with an endorsement (i) showing Administrative the Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative the Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative the Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to of such policy and (iii) reasonably acceptable in all other respects to Administrative the Agent. The Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent the Agent, upon request of the Agent, a collateral assignment, in form and substance satisfactory to Administrative the Agent, of each business interruption insurance policy maintained by any the Loan PartyParties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless the Borrower provides the Agent with evidence of the continuing insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALthe Agent may purchase insurance (to the extent of such insurance coverage as shall be required by clause (b) above) at the Borrower’s expense to protect the Agent’s and the Lender’s interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect the Borrower’s and each other Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that the Agent purchases may, but need not, pay any claim that is made against the Borrower or any other Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTThe Borrower may later cancel any insurance purchased by the Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing the Agent with evidence that the Borrower has obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf the Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEthe Borrower will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Loan owing hereunder.

Appears in 2 contracts

Samples: Credit Agreement (Avinger Inc), Credit Agreement (Avinger Inc)

Maintenance of Property; Insurance. (a) KeepExcept if the failure to do so could not reasonably be expected to result in a Material Adverse Effect, and cause each other Loan Party and each of their respective Subsidiaries to keep, keep all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (ordinary wear and tear tear, casualty and condemnation excepted). (b) MaintainMaintain with financially sound and reputable insurance companies (provided that if any such insurance company shall at any time cease to be financially sound and reputable, there shall be no breach of this provision in the event that the Borrowers promptly (and in any event within forty-five (45) days of such date) obtain insurance from an alternative insurance carrier that is financially sound and reputable) insurance with respect to its properties in at least such amounts (after giving effect to any self-insurance reasonable and customary for similarly situated Persons engaged in the same or similar businesses as the Group Members in the same geographic locales) and against at least such risks as are customarily insured against in the same general area by companies engaged in the same or similar business. (c) Maintain casualty and property insurance for which the Borrowers shall (i) use commercially reasonable efforts to cause such insurance to provide that no cancellation, material reduction in amount or material change in coverage thereof shall be effective until at least thirty (30) days after receipt by the Administrative Agent of written notice thereof, and cause each other Loan Party (ii) name the Administrative Agent as insured party or loss payee. (d) Upon request by the Administrative Agent or the Required Lenders (through the Administrative Agent), the Borrower Agent shall deliver to the Administrative Agent information in reasonable detail as to the insurance maintained by the Group Members. (e) No later than thirty (30) days after the Effective Date (or such later date as reasonably agreed by the Administrative Agent) deliver to the Administrative Agent in form and each substance reasonably satisfactory to the Administrative Agent (i) an additional insured endorsement with respect to the liability insurance certificate delivered pursuant to Section 6.1(t) and (ii) a lender loss payee endorsement with respect to the property insurance certificate delivered pursuant to Section 6.1(t). (f) If any portion of their respective Subsidiaries any Mortgaged Property is at any time located in an area identified by the Federal Emergency Management Agency (or any successor agency) as a special flood hazard area with respect to which flood insurance has been made available under the National Flood Insurance Act of 1968 (as now or hereafter in effect or successor act thereto), then the Borrowers shall (i) maintain, or cause to be maintained, with responsible a financially sound and reputable insurer, flood insurance companiesin an amount and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the Flood Insurance Laws and (ii) deliver to the Administrative Agent evidence of such compliance in form and substance reasonably acceptable to the Administrative Agent, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities evidence of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request annual renewals of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Abl Credit Agreement (Cumulus Media Inc), Abl Credit Agreement (Cumulus Media Inc)

Maintenance of Property; Insurance. (a) KeepEach Loan Party will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the material to its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. If all or any part of any of such property material to its business, becomes damaged or destroyed, each Loan Party will, and will cause each Subsidiary to, promptly and completely repair and/or restore such property in a good and workmanlike manner, regardless of whether Agent agrees to disburse insurance proceeds or other sums to pay costs of the work of repair or reconstruction. (b) MaintainUpon completion of any Permitted Contest, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall will cause each other Loan Party Subsidiary to, execute promptly pay the amount due, if any, and deliver to Administrative Agent a collateral assignmentproof of the completion of the contest and payment of the amount due, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partyif any. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTEach Loan Party will maintain (i) casualty insurance on all real and personal property on an all risks basis (including the perils of windstorm and quake), ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALcovering the repair and replacement cost of all such property and coverage, business interruption and rent loss coverages with extended period of indemnity (for the period required by Agent from time to time) and indemnity for extra expense, in each case without application of coinsurance and with agreed amount endorsements, (ii) general and professional liability insurance (including products/completed operations liability coverage), and (iii) such other insurance coverage against loss or damage of the kinds customarily insured against by Persons engaged in substantially the same business, of such types and in such amounts as are customarily carried under similar circumstances by such other Persons; provided, however, that, in no event shall such insurance be in amounts or with coverage less than, or with carriers with qualifications inferior to, any of the insurance or carriers in existence as of the Closing Date (or required to be in existence after the Closing Date under a Facility Document). THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNAll such insurance shall be provided by insurers having an A.M. Best policyholders rating reasonably acceptable to Agent.

Appears in 2 contracts

Samples: Facility Agreement (Sientra, Inc.), Facility Agreement (Sientra, Inc.)

Maintenance of Property; Insurance. (a) KeepThe Borrower shall, and shall ---------------------------------- cause each other Loan Party and each of their respective its Subsidiaries to keepto, keep all property useful and or necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted. (b) Maintain, ); maintain with financially sound and cause each other Loan Party and each reputable insurance companies or associations insurance on such of their respective Subsidiaries to maintain, with responsible insurance companies, its property in at least such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent amounts and against such hazards and liabilities, risks as is customarily maintained are usually insured against in the same general area by companies similarly situated engaged in the same or a similar business (includingincluding casualty, without limitationliability, fire, flood, business interruption interruption, earthquake and workers' compensation); and furnish to the Agent, upon written request, full information as to the insurance in an amount not less than as maintained carried. All such policies of insurance on the Closing Date, but which shall insure against all risks and liabilities property of the type identified on Schedule 9.16 Borrower and the Subsidiaries shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of contain an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignmentendorsement, in form and substance reasonably satisfactory to Administrative the Agent in its sole discretion, showing the Agent, on behalf of the Lenders, as additional insured or loss payee, as appropriate, or as its interests appear. Such endorsement, or an independent instrument furnished to the Agent, shall provide that the insurance companies will give the Agent at least 25 days' prior written notice before any such policy or policies of insurance shall be altered or canceled. All policies of insurance required to be maintained under this Agreement shall be in customary form and with insurers reasonably acceptable to the Agent, and all such policies shall be in such amounts as shall be customary for similar companies in the same or similar business in the same geographical area. The Borrower shall deliver to the Agent insurance certificates certified by the Borrower's insurance brokers, as to the existence and effectiveness of each business interruption policy of insurance policy maintained by and evidence of payment of all premiums then due and payable therefor. In addition, the Borrower shall notify the Agent promptly of any occurrence causing a material loss of any insured Property and the estimated (or actual, if available) amount of such loss. Further, the Borrower and its Subsidiaries shall maintain all insurance required under the other Loan PartyDocuments. (ci) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTEach policy for liability insurance shall provide for all losses to be paid on behalf of the Agent and the Borrower or Subsidiary (as the case may be), ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALas their respective interests may appear, and each policy for property damage insurance shall, to the extent applicable to equipment and inventory, provide for all losses (except for losses of less than $500,000 per occurrence, which may be paid directly to the Borrower or such Subsidiary, as applicable) to be paid directly to the Agent. (ii) Reimbursement under any liability insurance maintained by the Borrower or its Subsidiaries pursuant to this Section 5.5 may be paid directly to the Person who shall have incurred liability covered by such insurance. THIS INSURANCE MAYIn the case of any loss involving damage to equipment or inventory as to which clause (iii) of this Section 5.5 is not applicable, BUT NEED NOTthe Borrower will make or cause to be made the necessary repairs to or replacements of such equipment or inventory, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTand any proceeds of insurance maintained by the Borrower or its Subsidiaries pursuant to this Section 5.5 shall be paid by the Agent to the Borrower or such Subsidiaries, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALupon presentation of invoices and other evidence of obligations, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas reimbursement for the costs of such repairs or replacements. (iii) Upon the occurrence and during the continuance of a Default, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNall insurance proceeds in respect of such equipment or inventory shall be paid to the Agent and applied in repayment of the Loans.

Appears in 2 contracts

Samples: Term Loan Agreement (Entravision Communications Corp), Term Loan Agreement (Entravision Communications Corp)

Maintenance of Property; Insurance. (a) KeepThe Borrower will, and will cause each other Loan Party and each of their respective its Subsidiaries to, (i) keep all material property necessary to keep, all property useful and necessary in the business of the Loan Parties Borrower and each of their respective its Subsidiaries in good working order and condition, ordinary wear and tear exceptedexcepted and subject to the occurrence of casualty events, (ii) maintain with financially sound and reputable insurance companies, insurance (including self-insurance retentions on a basis consistent with past practice) on all such property and against all such risks as is consistent and in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as the Borrower and its Subsidiaries, and (iii) furnish to the Administrative Agent, upon its request therefor, full information as to the insurance carried. (b) MaintainIf the Borrower or any of its Subsidiaries shall fail to maintain insurance in accordance with this Section 9.03, the Administrative Agent shall have the right (but shall be under no obligation) to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable costs and expenses of procuring such insurance. (c) The Borrower will, and will cause each other Loan Credit Party to, at all times keep its property insured in favor of the Collateral Agent, and each of their respective Subsidiaries all policies or certificates (or certified copies thereof) with respect to maintain, with responsible insurance companies, such insurance coverage as may (i) shall be required by any law or governmental regulation or court decree or order applicable endorsed to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated the Collateral Agent’s satisfaction for the benefit of the Secured Parties (including, without limitation, business interruption insurance in an amount not less than as maintained on by naming the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Collateral Agent as loss payee with (in respect to each policy of property or casualty insurance and naming Administrative Agent as an insurance) and/or additional insured with (in respect to each policy of liability all insurance)), (ii) providing shall state that the respective insurer shall endeavor to provide at least 30 days’ prior written notice will be given to Administrative the Collateral Agent prior to the cancellation of any cancellation ofsuch insurance policy, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects shall be provided to Administrative the Collateral Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Amendment Agreement (Lee Enterprises, Inc), First Lien Credit Agreement (Lee Enterprises, Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries (other than the Inactive Subsidiary) to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and conditionin substantially the same condition as of the date hereof, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon written request of the Administrative Agent or any Lender, furnish within three (3) Business Days of such request to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower The Company shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as lender’s loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 thirty (30) days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER THE COMPANY PROVIDES THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTAGREEMENT WITHIN THREE (3) BUSINESS DAYS OF WRITTEN REQUEST BY THE ADMINISTRATIVE AGENT OR ANY LENDER, THE ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWERTHE COMPANY’S EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (Continental Materials Corp)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective its Subsidiaries to keep, all property useful and necessary in the business of Holdings, the Borrower, such other Loan Parties and each of their respective Subsidiaries Party or such Subsidiary in good working order and condition, ordinary wear and tear excepted, and maintain, and cause each other Loan Party to maintain, its Intellectual Property in accordance with the provisions of the Collateral Documents. (b) Maintain, and cause each other Loan Party and each of their respective its Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or governmental regulation or court decree or order applicable to it Applicable Laws, and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated; provided that in any event, without limitation, business interruption such insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 insured against as of the Closing Date and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon amounts provided for as of the Closing Date. Upon request of Administrative the Agent or any the Lender and to the extent not previously delivered to the Agent or Lender, the Borrower shall furnish to Administrative the Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Borrower and each other Loan Party; provided, however, that except during the continuance of their respective Subsidiariesan Event of Default, such certificate shall not be requested more than once during a calendar year. Holdings and the Borrower shall cause each issuer of an insurance policy to provide Administrative the Agent with an endorsement (i) showing Administrative the Agent as a lenders’ loss payee with respect to each policy of property or casualty insurance and naming Administrative the Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative the Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to of such policy and (iii) reasonably acceptable in all other respects to Administrative the Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless the Borrower provides the Agent with evidence of the continuing insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALthe Agent may purchase insurance (to the extent of such insurance coverage as shall be required by clause (b) above) at the Borrower’s expense to protect the Agent’s and the Lender’s interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect the Borrower’s and each other Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that the Agent purchases may, but need not, pay any claim that is made against the Borrower or any other Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTThe Borrower may later cancel any insurance purchased by the Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing the Agent with evidence that the Borrower has obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf the Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEthe Borrower will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of such insurance may be added to the principal amount of either Loan owing hereunder as determined by the Agent in its sole discretion. (d) To, and to cause each Loan Party and each of its Subsidiaries to: (i) use commercially reasonable efforts to protect, defend and maintain the validity and enforceability of its Intellectual Property that is material to its business; (ii) promptly advise the Agent in writing of material infringement of which it is aware by a third party of its Intellectual Property; and (iii) not allow any Intellectual Property material to its business to be abandoned, forfeited or dedicated to the public without the Agent’s prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (CareView Communications Inc), Credit Agreement (CareView Communications Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good normal working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companiescompanies acceptable to the Administrative Agent, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 9.15 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original annually or electronic copies upon any renewal of policies evidencing such insurance, and any policy a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiariesdelineating thereon the special provisions enumerated herein. Borrower The Company shall cause each issuer of an insurance policy to provide the Administrative Agent Agent, for the benefit of any Lender, with an endorsement (i) showing the Administrative Agent as additional insured and loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent on behalf of the Lenders as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and policy, (iii) reasonably acceptable in all other respects providing breach of warranty coverage with respect to Administrative Agent. Borrower shalleach policy of property insurance, and (iv) providing a waiver of subrogation in favor of the Administrative Agent on behalf of the Lenders. The Company shall cause each other Loan Party to, execute and deliver to the Administrative Agent a collateral assignment, in form and substance satisfactory to the Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe Company. (c) UNLESS BORROWER THE COMPANY PROVIDES THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWERTHE COMPANY’S EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Credit Agreement (Titan International Inc), Credit Agreement (Titan International Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective its Subsidiaries to keep, all property material property, including all Mortgaged Property, (including, but not limited to, equipment) useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary normal wear and tear and damage by casualty or force majeure excepted, and subject to Section 8.4. (b) Maintainmaintain, and shall cause each other Loan Party and each of their respective its Subsidiaries to maintain, with responsible financially sound and reputable insurers, insurance companieswith respect to its material 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 as are customarily carried under similar circumstances by such other Persons. Such insurance shall be maintained with financially sound and reputable insurers, except that a portion of such insurance coverage as program (not to exceed that which is customary in the case of companies engaged in the same or similar business or having similar properties similarly situated) may be required by any law or governmental regulation or court decree or order applicable to it and such other effected through self-insurance, provided adequate reserves therefor, in accordance with GAAP, are maintained, and (c) furnish to Administrative Agent, on the Closing Date and annually on each date of delivery of the financial statements under Section 7.1(b), full information as to the insurance carried. All insurance policies or certificates (or certified copies thereof) with respect to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated insurance: (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Secured Creditors (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing naming Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent additional insured, as an additional insured with respect to each policy of liability insurance, appropriate); and (ii) providing shall state that 30 such insurance policy shall not be canceled without the insurer’s endeavoring to provide fifteen days’ (five days in the case of cancellation due to non-payment of premiums) prior written notice will be given thereof to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative the Collateral Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, At any time that insurance at levels described in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy Schedule 7.8 is not being maintained by Company or any Loan Partyof its Subsidiaries, Company will notify the Lenders in writing within five (5) Business Days thereof. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Term Loan Agreement (Texas Petrochemicals Inc.), Term Loan Agreement (Texas Petrochemicals Inc.)

Maintenance of Property; Insurance. (a) KeepHoldings will, and will cause each other Loan Party and each of their respective its Subsidiaries to keepto, (i) keep all property useful and necessary in material to the business of the Loan Parties Holdings and each of their respective its Subsidiaries in good working order and condition, ordinary wear and tear exceptedexcepted and subject to the occurrence of casualty events, (ii) maintain with financially sound and reputable insurance companies, insurance on all such property and against all such risks as is consistent and in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as Holdings and its Subsidiaries (including policies for product liability, workers’ compensation, larceny, embezzlement, or other criminal misappropriation, and business interruption insurance), in such amounts, and with such coverages and deductibles as are customary for companies similarly situated owning similar properties and engaged in similar businesses as Holdings and its Subsidiaries and reasonably acceptable to the Administrative Agent, and (iii) furnish to the Administrative Agent, upon its request therefor, full information as to the insurance carried. (b) MaintainIf at any time the area in which any of the Mortgaged Property or Additional Mortgaged Properties (or in each case, any portion thereof) are located is designated a “flood hazard area” in any Flood Insurance Rate Map published by the Federal Emergency Management Agency (or any successor agency), Holdings will, and will cause each other Loan Credit Party and each to, obtain flood insurance in such total amount as the Collateral Agent may from time to time require in order to comply with the National Flood Insurance Program as set forth in the Flood Disaster Protection Act of their respective Subsidiaries 1973, as it may be amended from time to maintain, time. (c) All policies or certificates with responsible insurance companies, respect to such insurance coverage as may be required by (and any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily insurance maintained by companies similarly situated Holdings and/or such Subsidiaries in each case, other than workers compensation, crime, larceny, embezzlement, D&O and E&O and other similar liability policies) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, business interruption insurance in an amount not less than as maintained on by naming the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Collateral Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as and/or an additional insured with respect to each policy of liability insuranceinsured), (ii) providing shall state that such insurance policies shall not be canceled without at least 30 days’ notice will be given by the respective insurer or by the Company (or 10 days’ notice in the case of cancellation for non-payment) prior written notice thereof by the respective insurer to Administrative Agent prior to any cancellation ofthe Collateral Agent, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the other Secured Parties, (iv) shall state that, in all other respects the case of property insurance, the interest of the Collateral Agent with respect to Administrative Agent. Borrower shallsuch insurance shall not be impaired or invalidated by any act or neglect by the insured or the owner of the property, nor by the occupation of the premises for purposes more hazardous than are permitted by the policy, and (v) shall cause each other Loan Party to, execute and deliver be delivered to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative the Collateral Agent, of each business interruption insurance policy maintained by any Loan Party. (cd) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIf Holdings or any of its Subsidiaries shall fail to maintain insurance in accordance with this Section 9.03, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAYor if Holdings or any of its Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNthe Administrative Agent shall have the right (but shall be under no obligation) to procure such insurance and the Credit Parties jointly and severally agree to reimburse the Administrative Agent for all costs and expenses of procuring such insurance.

Appears in 2 contracts

Samples: Abl Credit Agreement (Affinia Group Holdings Inc.), Abl Credit Agreement (Affinia Group Intermediate Holdings Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, Keep all material property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. and damage by casualty excepted and except where the failure to do so would not reasonably be expected to result in a Material Adverse Effect, (b) Maintainmaintain with financially sound and reputable insurance companies insurance (or pursuant to self-insurance to the extent commercially reasonable) in at least such amounts and against at least such risks as are determinate in the reasonable good faith judgment of a Responsible Officer of the Borrower to be prudent; and (c) provide that each casualty or property insurance policy or general liability policy maintained or required to be maintained by any Loan Party shall (i) name the Administrative Agent, on behalf of the Lenders, as loss payee pursuant to a so-called “standard mortgagee clause” or “Lender’s loss payable endorsement”, with respect to property coverage of such Loan Party, and cause each other shall name the Administrative Agent on behalf of the Lenders as an additional insured, with respect to general liability coverage, (ii) provide that no action of any Loan Party or any Subsidiary or any other Person shall void any such policy as to the Administrative Agent or the Lenders, (iii) use commercially reasonable efforts to see that such certificates provide that the insurers shall endeavor to notify the Administrative Agent of any proposed cancellation in accordance with the policy provisions and that the Administrative Agent or the Lenders will have the opportunity to correct any deficiencies justifying such proposed cancellation and (iv) cause any Insurance Subsidiary to (A) conduct its insurance business in compliance with all applicable insurance laws, rules, regulations and orders and using sound actuarial principles and (B) maintain usual and customary stop-loss coverage and excess coverage reinsurance for individual claims. The insurance premiums and other expenses charged by any Insurance Subsidiary to the Borrower and its Subsidiaries shall be reasonable and customary. The Borrower will provide the Administrative Agent (A) copies of any outside actuarial reports prepared with respect to any projection, valuation or appraisal of any Insurance Subsidiary promptly after receipt thereof and (B) once each year promptly after receipt thereof, an actuarial opinion with respect to any Insurance Subsidiary from a recognized actuarial firm reasonably satisfactory to the Administrative Agent; and (e) if any portion of their respective Subsidiaries any Mortgaged Property is located in an area identified by the Federal Emergency Management Agency (or any successor agency) as a Special Flood Hazard Area with respect to which flood insurance has been made available under the National Flood Insurance Act of 1968 (as now or hereafter in effect or any successor act thereto), either (x) cause the applicable Mortgage to be released in accordance with Section 9.11 hereof or (y) (A) maintain, or cause to be maintained, with responsible insurance companiesa financially sound and reputable insurer, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption flood insurance in an amount not less than as maintained on and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the Closing Date, but which shall insure against all risks Flood Insurance Laws and liabilities of (B) deliver to the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or evidence of such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, compliance in form and substance satisfactory reasonably acceptable to the Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 2 contracts

Samples: Credit Agreement (National Mentor Holdings, Inc.), Credit Agreement (National Mentor Holdings, Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Each Credit Party and each of their respective Subsidiaries to keep, will keep all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) MaintainEach Credit Party will maintain (i) physical damage insurance on all real and personal property on an all risks basis (including the perils of flood and quake), covering the repair and replacement of all such property and consequential loss coverage for business interruption and extra expense, covering such risks, for amounts not less than those, and with deductible amounts not greater than those, set forth in Part I of SCHEDULE 6.04, (ii) public liability insurance (including medical acts and other insurance deemed appropriate by the Agent) covering such risks, for amounts not less than those, and with deductible amounts not greater than those, set forth in Part II of SCHEDULE 6.04 and (iii) such other insurance coverage in such amounts and with respect to such risks as the Required Lenders may reasonably request. All such insurance shall be provided by insurers having an A.M. Best policyholders rating of not less than B+ or such other insurers as the Required Lenders may approve in writing. (c) On or prior to the Closing Date, the Company shall cause the Agent to be named as an additional insured and loss payee on each insurance policy required to be maintained pursuant to this Section 6.04. The Company will deliver to the Lenders (i) on the Closing Date, a certificate from the Company's insurance broker dated such date showing the amount of coverage as of such date, and certifying that, in the opinion of such broker, such amounts are reasonable and customary for companies of established repute engaged in the same or a similar business, that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all loss payees and additional insureds and all rights of subrogation against all loss payees and additional insureds, and that if all or any part of such policy is cancelled, terminated or expires, the insurer will forthwith give notice thereof to each additional insured and loss payee and that no cancellation, reduction in amount or material change in coverage thereof shall be effective until at least 30 days after receipt by each additional insured and loss payee of written notice thereof, (ii) upon the request of the Agent from time to time full information as to the insurance carried, (iii) within five days of receipt of notice from any insurer, a copy of any notice of cancellation, nonrenewal or material change in coverage from that existing on the date of this Agreement and (iv) forthwith, notice of any cancellation or nonrenewal of coverage by any Credit Party. (d) Any proceeds in excess of $100,000 from any Property Insurance Policy which are payable to the insured in respect of any claim, or any condemnation award or other Loan compensation in respect of a condemnation (or any transfer or disposition of property in lieu of condemnation) for which any Credit Party receives a condemnation award or other compensation in excess of $100,000, shall be paid to the Agent to be held, applied or released for application in accordance with Section 5 of the Security Agreements and each Property Insurance Policy shall provide that all insurance proceeds in excess of their respective Subsidiaries $100,000 per claim which are payable to maintainthe insured shall be adjusted with and payable to the Agent. Each Credit Party hereby appoints the Agent as its attorney-in-fact to make proof of loss, claim for insurance and adjustments with insurers, and to execute or endorse all documents, checks or drafts in connection with payments under Property Insurance Policies. (e) The Holding Company or the Company will maintain a term life insurance policy in form and substance and issued by a life insurance company, in each case acceptable to the Agent in its sole good faith discretion, with responsible insurance companiesrespect to Xx. Xxxxxxx X. Kessler, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it his successor in the capacity of President and such other insuranceChief Executive Officer of the Company, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on $5,000,000 (the Closing Date, but which "KEY-PERSON LIFE INSURANCE POLICY"). Any proceeds payable to any Credit Party under the Key-Person Life Insurance Policy shall insure against all risks and liabilities be paid to the Agent for application in accordance with Section 5 of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan PartyCompany Security Agreement. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Aps Healthcare Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Borrower or such other Loan Parties and each of their respective Subsidiaries Party in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated; provided that in any event, without limitation, business interruption such insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 insured against as of the Closing Date and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon amounts provided for as of the Closing Date. Upon request of Administrative Agent or any Lender, Borrower shall furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Borrower and each of their respective Subsidiariesother Loan Party. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any the Loan PartyParties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrower provides Agent with evidence of the continuing insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent may purchase insurance at Borrower’s expense to protect Agent’s and LendersINTERESTS IN THE COLLATERALinterests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect Borrower’s and each other Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Agent purchases may, but need not, pay any claim that is made against Borrower or any other Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrower may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that Borrower has obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEBorrower will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Loans owing hereunder.

Appears in 1 contract

Samples: Credit Agreement (PNG Ventures Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, Keep all property useful and necessary in material to the conduct of its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (ordinary wear and tear and obsolescence excepted.). |US-DOCS\140878708.9|| (b) MaintainMaintain with financially sound and reputable insurance companies (provided, however, that this Section 5.5 will not be deemed breached if any insurance company with which the Credit Parties maintain insurance becomes financially troubled and cause each other Loan Party the Credit Parties reasonably promptly obtain coverage from a different, financially sound insurer) liability, casualty, property and each of their respective Subsidiaries to maintain, with responsible business interruption insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance with respect to its tangible Collateral) in an amount not less than at least such amounts and against at least such risks as maintained on are usually insured against by companies engaged in the Closing Datesame or a similar business; and furnish to the Administrative Agent, but which shall insure against all risks and liabilities upon the request of the type identified on Schedule 9.16 and Administrative Agent, full information as to the insurance carried. The Administrative Agent shall have insured amounts no less thanbe named (i) as lenders’ loss payee, as its interest may appear with respect to any property insurance, and deductibles (ii) as additional insured, as its interest may appear, with respect to any such liability insurance, and each provider of any such insurance shall agree, by endorsement upon the policy or policies issued by it or by independent instruments to be furnished to the Administrative Agent, that it will give the Administrative Agent thirty (30) days prior written notice before any such policy or policies shall be altered or canceled, and such policies shall provide that no higher than, those set forth on such schedule; and, upon request act or default of the Credit Parties or any of their Subsidiaries or any other Person shall affect the rights of the Administrative Agent or the Lenders under such policy or policies. (c) In case of any Lendermaterial loss, furnish damage to or destruction of the Collateral of any Credit Party or any part thereof, such Credit Party shall promptly give written notice thereof to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail generally describing the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement such damage or destruction. (id) showing Administrative Agent as loss payee with With respect to each policy portion of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insuranceMortgaged Property on which any Building is located, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. the Borrower shall, and shall cause each other Loan Party its Subsidiaries to, execute and deliver to obtain flood insurance in such total amount as the Administrative Agent or the Required Lenders may from time to time require, to the extent such flood insurance coverage is available, if at any time the area in which any such Building is located is designated as a collateral assignment“flood hazard area” in any Flood Insurance Rate Map published by the Federal Emergency Management Agency (or any successor agency), and otherwise comply with the Flood Insurance Laws. In addition, to the extent the Borrower or any of its Subsidiaries fails to obtain or maintain satisfactory flood insurance required pursuant to the preceding sentence with respect to any relevant property, the Administrative Agent shall be permitted to, in form and substance satisfactory its sole discretion, and, at the direction of the Required Lenders, shall, obtain forced placed insurance at the Borrower’s expense to Administrative Agent, of each business interruption insurance policy maintained by ensure compliance with any Loan Partyapplicable Flood Insurance Laws. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (ARKO Corp.)

Maintenance of Property; Insurance. (a) KeepSchedule V sets forth a true and complete listing of all insurance maintained by Holdings, and its Subsidiaries as of the Effective Date. Holdings will, and will cause each other Loan Party and each of their respective its Subsidiaries to keepto, (i) keep all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted), (ii) maintain insurance on all its property in at least such amounts and against at least such risks as is consistent and in accordance with industry practice and (iii) furnish to each Bank, upon written request, full information as to the insurance carried. In addition to the requirements of the immediately preceding sentence, Holdings and the Borrower will at all times cause insurance of the types described in Schedule V to be maintained (with the same scope of coverage as that described in Schedule V) at levels which are at least as great as the respective amount described opposite the respective type of insurance on Schedule V under the column headed "Maximum Amount Required to be Maintained." (b) MaintainHoldings will, and will cause each other Loan Party and each of its Subsidiaries to, at all times keep their respective Subsidiaries property insured in favor of the Collateral Agent, and all policies or certificates (or certified copies thereof) with respect to maintain, with responsible insurance companies, such insurance coverage as may be required by (and any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily insurance maintained by companies similarly situated Holdings or any of its Subsidiaries) (i) shall be endorsed to the Collateral Agent's satisfaction for the benefit of the Collateral Agent (including, without limitation, business interruption insurance in an amount not less than as maintained on by naming the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Collateral Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insuranceinsured), (ii) providing shall state that such insurance policies shall not be cancelled without 30 days' prior written notice will be given thereof by the respective insurer to Administrative Agent prior to any cancellation ofthe Collateral Agent, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the Secured Creditors, (iv) shall contain the standard non-contributory mortgagee clause endorsement in all other respects favor of the Collateral Agent with respect to Administrative Agent. Borrower hazard insurance coverage, (v) shall, except in the case of public liability insurance and workers' compensation insurance, provide that any losses shall cause each be payable notwithstanding (A) any act or neglect of Holdings or any of its Subsidiaries, (B) the occupation or use of the properties for purposes more hazardous than those permitted by the terms of the respective policy if such coverage is obtainable at commercially reasonable rates and is of the kind from time to time customarily insured against by Persons owning or using similar property and in such amounts as are customary, (C) any foreclosure or other Loan Party to, execute proceeding relating to the insured properties if such coverage is available at commercially reasonable rates or (D) any change in the title to or ownership or possession of the insured properties if such coverage is available at commercially reasonable rates and deliver to Administrative (vi) shall be deposited with the Collateral Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partyif such coverage is available at commercially reasonable rates. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIf Holdings or any of its Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAYor if Holdings or any of its Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, BUT NEED NOTthe Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNfor all costs and expenses of procuring such insurance.

Appears in 1 contract

Samples: Credit Agreement (Commodore Media Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, Keep all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, Maintain with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent Lender with an endorsement (i) showing Administrative Agent Lender as lender loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent Lender as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ (except for non-payment of premium, in which case a 10 days’) notice will be given to Administrative Agent Lender prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative AgentLender. Borrower shall, and shall cause each other Each Loan Party to, shall execute and deliver to Administrative Agent Lender a collateral assignment, in form and substance satisfactory to Administrative AgentLender, of each business interruption insurance policy maintained by any such Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT LENDER WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT LENDER MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENTLENDER’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT LENDER PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTLENDER, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT LENDER WITH EVIDENCE THAT LOAN PARTIES HAVE BORROWER HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT LENDER PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Loan and Security Agreement (Therapeutics Acquisition Corp.)

Maintenance of Property; Insurance. (a) Keep, Keep all material Property and cause each other Loan Party and each of their respective Subsidiaries to keep, all property systems useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. , and (b) Maintain, maintain with financially sound and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible reputable insurance companies, companies insurance on all its Property in at least such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent amounts and against at least such hazards risks (but including in any event public liability and liabilities, product liability) as is customarily maintained are usually insured against in the same general area by companies similarly situated (includingengaged in the same or a similar business. The Borrower shall furnish certificates, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks policies and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish endorsements to Administrative Agent or such Lender original or electronic copies as Administrative Agent shall reasonably require as proof of policies evidencing such insurance, and, if the Borrower fails to do so, Administrative Agent is authorized, but not required, to obtain such insurance at the expense of the Borrower. All policies shall provide for at least thirty (30) days prior written notice to Administrative Agent of any cancellation or reduction of coverage and a certificate setting forth that Administrative Agent may act as attorney-in-fact for the Borrower in reasonable detail the nature obtaining, and extent at any time an Event of all insurance maintained by the Loan Parties Default exists or has occurred and each of their respective Subsidiariesis continuing, adjusting, settling, amending and canceling such insurance. The Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent to be named as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect (but without any liability for any premiums) under such insurance policies and the Borrower shall obtain non‑contributory lender’s loss payable endorsements to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, insurance policies in form and substance satisfactory to Administrative Agent. Such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall be payable to Administrative Agent, for the ratable benefit of each business interruption the Secured Parties, as its interests may appear and further specify that Administrative Agent shall be paid regardless of any act or omission by the Borrower or any of its Affiliates. The Administrative Agent, at its option, may apply any insurance policy maintained proceeds received by Administrative Agent at any Loan Partytime while any Event of Default shall have occurred and be continuing to the cost of repairs or replacement of Collateral and/or, to payment of the Obligations, whether or not then due, in any order and in such manner as Administrative Agent may determine or hold such proceeds as cash collateral for the Obligations. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Parker Drilling Co /De/)

Maintenance of Property; Insurance. (a) KeepThe Borrowers will, and will cause each other Loan Party and each of their respective Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to keep, all property useful and necessary in the business of the Loan Parties such Borrower and each of their respective its Restricted Subsidiaries in good working order and condition, ordinary wear and tear exceptedexcepted and subject to the occurrence of casualty and condemnation events, and (ii) maintain insurance on all material property (other than intellectual property) and against all such risks as is customary for companies in the same or similar businesses as Administrative Borrower and its Restricted Subsidiaries (including through self-insurance). Promptly following the reasonable request of the Collateral Agent, acting at the direction of the Required Lenders, the Borrowers and the other Credit Parties will furnish to the Collateral Agent full information as to their property and liability insurance carriers (absent an Event of Default, limited to one request per year). (b) MaintainThe Borrowers will, and will cause each other Loan Credit Party to, at all times keep its property insured in favor of the Collateral Agent, and each all policies or certificates (or certified copies thereof) with respect to general liability, property casualty insurance and any excess umbrella coverage insurance (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated the Collateral Agent (including, without limitation, business interruption insurance in an amount not less than as maintained on by naming the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Collateral Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent and/or additional insured, as an additional insured with respect to each policy of liability insuranceapplicable), (ii) providing shall state that 30 the insurers under such insurance policies shall endeavor to provide at least thirty (30) days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice will be given of the cancellation thereof by the respective insurer to Administrative Agent prior to any cancellation ofthe Collateral Agent, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative shall be deposited with the Collateral Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory each case, subject to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe Revolver Intercreditor Agreement. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIf the Administrative Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSor if any of the Borrowers or any of the other Credit Parties shall fail to so endorse and deposit all policies or certificates in accordance with Section 8.03(b) above, the Administrative Agent shall have the right (but shall be under no obligation) upon five (5) Business DaysINTERESTS IN THE COLLATERAL. THIS INSURANCE MAYprior written notice to the Administrative Borrower, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNto procure such insurance and the Borrowers agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.

Appears in 1 contract

Samples: Credit Agreement (Urban One, Inc.)

Maintenance of Property; Insurance. (a) KeepCompany shall keep, and cause each other Loan Party and each of their respective its Subsidiaries to keep, all property (including, but not limited to, equipment) useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary normal wear and tear and damage by casualty excepted., and subject to Section 8.4(a); (b) MaintainCompany shall maintain, and shall cause each other Loan Party and each of their respective its Subsidiaries to maintain, with responsible financially sound and reputable insurers, insurance companieswith 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 as are customarily carried under similar circumstances by such other Persons. Such insurance shall be maintained with financially sound and reputable insurers, except that a portion of such insurance coverage as program (not to exceed that which is customary in the case of companies engaged in the same or similar business or having similar properties similarly situated) may be required by any law or governmental regulation or court decree or order applicable to it and such other effected through self-insurance, provided adequate reserves therefor, in accordance with GAAP, are maintained; (c) Company shall furnish to each Lender, on the Initial Borrowing Date and on each anniversary thereof, full information as to the insurance carried. At any time that insurance at levels described in Schedule 7.8 is not being maintained by Company or any of its Subsidiaries, Company will notify the Lenders in writing within two Business Days thereof and, if thereafter notified by Administrative Agent or the Required Lenders to do so, Company or any such extent and against such hazards and liabilitiesSubsidiary, as is customarily maintained by companies similarly situated (includingthe case may be, without limitation, business interruption shall obtain insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, at such levels at least equal to those set forth on such scheduleSchedule 7.8; and (d) All insurance policies covering the Collateral are to be made payable to Administrative Agent for the benefit of the Lenders, upon request as its interests may appear, in case of loss, under a standard non-contributory "lender" or "secured party" clause and are to contain such other provisions as Administrative Agent may reasonably require to fully protect the Lenders' interest in the Collateral and to any payments to be made under such policies. All certificates of insurance are to be delivered to Administrative Agent with the loss payable and additional insured endorsement in favor of Administrative Agent or any Lender, furnish and shall provide for not less than 30 days' prior written notice to Administrative Agent of the exercise of any right of cancellation. If Company or such Lender original or electronic copies any of policies evidencing its Subsidiaries fails to maintain such insurance, Administrative Agent may arrange for such insurance, but at the Company's expense and a certificate setting forth in reasonable detail without any responsibility on Administrative Agent's part for obtaining the nature insurance, the solvency of the insurance companies, the adequacy of the coverage, or the collection of claims. Upon the occurrence and extent of all insurance maintained by during the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer continuance of an insurance policy to provide Event of Default, Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect shall have the sole right, in the name of the Lenders, Company and any of its Subsidiaries, to each policy of property or casualty file claims under any insurance policies, to receive, receipt and naming Administrative Agent as an additional insured with respect give acquittance for any payments that may be payable thereunder, and to each policy of liability insuranceexecute any and all endorsements, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation ofreceipts, material reduction or change in coverage provided by releases, assignments, reassignments or other material modification documents that may be necessary to effect the collection, compromise or settlement of any claims under any such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partypolicies. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Veritas DGC Inc)

Maintenance of Property; Insurance. (a) KeepEach Borrower will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) MaintainEach Borrower will maintain, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to maintain, (i) physical damage insurance on all real and personal property on an all risks basis (including the perils of flood and quake), covering the repair and replacement cost of all such property and consequential loss coverage for business interruption and public liability insurance (including products/completed operations liability coverage) in each case of the kinds customarily carried or maintained by Persons of established reputation engaged in similar businesses and in amounts acceptable to Agent and (ii) such other insurance coverage in such amounts and with responsible insurance companies, respect to such risks as Agent may reasonably request. All such insurance shall be provided by insurers having an A.M. Best policyholders rating reasonably acceptable to Agent. Agent acknowledges that the insurance coverage described on Schedule 4.4 meets the requirements of this Section 4.4 subject to Agent's future right to review such insurance in light of changing economic and business conditions. (c) On or prior to the Closing Date, Borrowers will cause Agent to be named as may be required by any law an additional insured, assignee and, only with respect to the Collateral, mortgagee or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilitiesloss payee, as is customarily applicable, on each insurance policy required to be maintained by companies similarly situated pursuant to this Section 4.4 pursuant to endorsements in form and content acceptable to Agent. Borrowers will deliver to Agent and the Lenders (including, without limitation, business interruption insurance in an amount not less than as maintained i) on the Closing Date, but which shall insure a certificate from Borrowers' insurance broker dated such date showing the amount of coverage as of such date, and that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all risks mortgagee or loss payees and liabilities additional insureds and all rights of the type identified on Schedule 9.16 subrogation against all loss payees and shall have insured amounts no less thanadditional insureds, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent that if all or any Lenderpart of such policy is canceled, furnish terminated or expires, the insurer will forthwith give notice thereof to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, each additional insured mortgagee and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to and that no cancellation, reduction in amount or material change in coverage thereof shall be effective until at least thirty (30) days after receipt by each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy mortgagee and loss payee of liability insurancewritten notice thereof, (ii) providing that 30 days’ on an annual basis, and upon the request of any Lender through Agent from time to time, full information as to the insurance carried, (iii) within five (5) days of receipt of notice will be given to Administrative Agent prior to from any cancellation ofinsurer, a copy of any notice of cancellation, nonrenewal or material reduction or change in coverage provided by or other material modification to such policy from that existing on the date of this Agreement and (iiiiv) reasonably acceptable in all other respects to Administrative Agent. Borrower shallforthwith, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, notice of each business interruption insurance policy maintained any cancellation or nonrenewal of coverage by any Loan PartyBorrower. (cd) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIn the event Borrowers fail to provide Agent with evidence of the insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALAgent may purchase insurance at Borrowers' expense to protect Agent's interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect any Borrower's interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage purchased by Agent may not pay any claim made by any Borrower or any claim that is made against any Borrower in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrowers may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that Borrowers have obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEBorrowers will be responsible for the costs of that insurance, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and other charges imposed by Agent in connection with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the Obligations. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of insurance Borrowers are able to obtain on their own.

Appears in 1 contract

Samples: Credit Agreement (Aar Corp)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such scheduleschedule (excluding any changes in coverage relating to the consummation of the Related Transactions); and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower The Borrowers shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent and the Security Trustee as loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent and each Lender as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days' notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and The Borrowers shall cause each other Loan Party to, execute and deliver to the Administrative Agent a collateral assignment, in form and substance satisfactory to the Administrative Agent, of each business interruption insurance policy maintained by any each Loan Party. (c) UNLESS BORROWER PROVIDES THE BORROWERS PROVIDE THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S THE BORROWERS' EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S 'S AND THE LENDERS' INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S 'S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER THE BORROWERS MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES THEY HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, EACH BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Reinhold Industries Inc/De/)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the business of the Borrower or such other Loan Parties and each of their respective Subsidiaries Party in good working order and condition, ordinary wear and tear exceptedand the abandonment of patents, trademarks, copyrights or other Intellectual Property rights in the ordinary course of business, in each case, except as would not reasonably be expected to result in a Material Adverse Effect. (b) MaintainSubject to Section 6.11, maintain, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to maintain, with financially sound, reputable, and responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, to such extent extent, in such amounts, and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon situated. Upon request of Administrative Agent or any Lender, Borrower shall furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Borrower and each of their respective Subsidiariesother Loan Party. Borrower shall cause each issuer of an insurance policy to (a) name the Agent as additional insured, lender loss payee, loss payee, or mortgagee, as appropriate, thereunder and (b) provide Administrative Agent with an endorsement certificates and endorsements (i) showing Administrative Agent as additional insured, lender loss payee payee, loss payee, or mortgagee, as applicable, with respect to each policy of property or casualty insurance (other than any property policy that provides coverage exclusively for any property of the Loan Parties which is not Collateral) and naming Administrative Agent as an additional insured with respect to each policy of liability insuranceinsurance (other than any workers’ compensation policy or director and officer liability policy), (ii) providing that 30 the insurer shall endeavor to give thirty (30) days’ notice will be given (ten (10) days’ notice for nonpayment of premiums) to Administrative Agent prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy policy, and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, Agent and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan PartyRequired Lenders. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrower provides Agent with evidence of the continuing insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent (acting at the direction of Required Lenders) may purchase insurance (as directed by the Required Lenders in their reasonable business judgment) comparable to other similarly situated companies at Borrower’s expense to protect Agent’s and the LendersINTERESTS IN THE COLLATERALinterests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect Xxxxxxxx’s and each other Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Agent purchases may, but need not, pay any claim that is made against Borrower or any other Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrower may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with reasonably sufficient evidence that Xxxxxxxx has obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEBorrower will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the Obligations owing hereunder. (d) Maintain all Owned Intellectual Property, including diligent prosecution of any applications for registered Owned Intellectual Property and payment of all necessary registration, maintenance and renewal fees and maintaining the confidentiality of any Owned Intellectual Property comprised of source code or other Trade Secrets.

Appears in 1 contract

Samples: Loan and Security Agreement (Microvast Holdings, Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule); and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTAGREEMENT WITHIN A COMMERCIALLY REASONABLE PERIOD FOLLOWING THE WRITTEN REQUEST OF ADMINISTRATIVE AGENT FOR SUCH EVIDENCE, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Falconstor Software Inc)

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Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and reasonably necessary in the ordinary business operations of the Loan Parties and each of their respective Subsidiaries Company or such Subsidiary in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 9.15 and shall have insured amounts no less than, and deductibles no higher than, than those set forth on such scheduleSchedule; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Company and each of their respective its Subsidiaries. Borrower The Company shall cause each issuer of an insurance policy with respect to a Loan Party to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER THE COMPANY PROVIDES THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWERTHE COMPANY’S EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTYTHE COMPANY OR A SUBSIDIARY’S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST THE COMPANY OR ANY LOAN PARTY SUBSIDIARY IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES COMPANY AND ITS SUBSIDIARIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Kanbay International Inc)

Maintenance of Property; Insurance. (a) KeepKeep all Real Property, other material property and cause each other Loan Party and each of their respective Subsidiaries to keep, all property assets useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted). (b) MaintainSubject to the other provisions of this subsection 7.5, maintain at its own expense with insurers that have an A.M. Best rating of A- or better insurance on all its property and assets in at least such amounts and with only such deductibles as are usually maintained by, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, against at least such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated risks (including, without limitationbut not limited to, physical hazard insurance on an “all risk” basis in an amount equal to the full replacement cost of the Collateral, general liability, public liability coverage insurance and, as an extension to the “all risk” insurance, business interruption insurance in an agreed amount equal to twelve (12) months projected loss of net profits, continuing expense (including debt service payments) and shall contain an agreed amount endorsement waiving any coinsurance penalty, cover the major suppliers and customers of Holdings and its Subsidiaries, include an amount of not less than $1,000,000 for extra expenses and service interruption and have a deductible not exceeding thirty (30) days, to the extent relating to the Collateral such other insurance against such risks as maintained on the Closing DateAdministrative Agent may from time to time reasonably require) as are usual for similarly situated companies engaged in similarly situated industries, and in form, with terms and conditions, limits and deductibles as shall be reasonably acceptable to the Administrative Agent. (A) Ensure that each insurance policy described in subsection 7.5(b) shall provide that (i) the Administrative Agent is permitted to pay any premium therefor within thirty (30) days after receipt of any notice stating that such premium has not been paid when due; (ii) subject to customary exceptions, all losses thereunder shall be payable notwithstanding any act or negligence of Holdings or any of its Subsidiaries or its agents or employees which otherwise might have resulted in a forfeiture of all or a part of such insurance payments; (iii) to the extent such insurance policy constitutes property insurance, a Credit Party is the named insured and the Administrative Agent and the Lenders shall be additional insureds, and all losses payable thereunder shall be payable to the Administrative Agent, as loss payee, pursuant to a standard non-contributory New York mortgagee endorsement and shall be in an amount at least sufficient to prevent coinsurance liability; (iv) with respect to liability insurance, the Administrative Agent and the Lenders shall be named as additional insureds; it shall be understood that any obligation imposed upon any Credit Party, including but which not limited to the obligation to pay premiums, shall insure against all risks be the sole obligation of such Credit Party and liabilities not that of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lenderthe Lenders; (v) with respect to the property policies described in subsection 7.5(b) above, furnish to the interests of the Administrative Agent and the Lenders shall not be invalidated by any action or inaction of any Credit Party, or any other Person, and shall insure the Administrative Agent and the Lenders regardless of any breach or violation by such Lender original Credit Party, or electronic copies any other Person, of any warranties, declarations or conditions of such policies; (vi) inasmuch as the liability policies described in subsection 7.5(b) above are written to cover more than one insured, all terms, conditions, insuring agreements and endorsements, with the exception of the limits of liability, shall operate in the same manner as if there were a separate policy covering each insured; and (vii) such insurance shall be primary without right of contribution of any other insurance carried by or on behalf of the Administrative Agent and the Lenders with respect to its interests as such in this transaction and (B) use commercially reasonable efforts to ensure that each insurance policy described in subsection 7.5(b) will provide that (i) the insurers thereunder shall waive all rights of subrogation against the Administrative Agent and the Lenders, any right of setoff or counterclaim and any other right to deduction, whether by attachment or otherwise and (ii) it may not be modified, reduced, cancelled or otherwise terminated without at least thirty (30) days prior written notice to the Administrative Agent. (d) As soon as available prior to the expiration of any insurance policy or policies required by this subsection 7.5, deliver to the Administrative Agent such insurance policy or policies renewing or extending such expiring insurance policy or policies, renewal or extension insurance certificates or other reasonable evidence of renewal or extension providing that such insurance policy or policies are in full force and effect, in each case, as shall be reasonably satisfactory to the Administrative Agent. (e) Not purchase separate insurance policies concurrent in form or contributing in the event of loss with the insurance policies described in subsection 7.5(b), unless the Administrative Agent is included thereon as an additional insured and, if applicable, with loss payable to the Administrative Agent under an endorsement containing the provisions described in subsection 7.5(c) and to promptly notify the Administrative Agent whenever any such separate insurance policy is obtained and promptly deliver to the Administrative Agent the insurance policy or insurance certificate evidencing such insurance, and in each case as shall be reasonably satisfactory to the Administrative Agent. (f) If there shall occur any Destruction involving any loss in excess of $5,000,000, promptly send to the Administrative Agent a certificate notice setting forth in reasonable detail the nature and extent of such Destruction; if there shall occur any Taking involving any loss in excess of $5,000,000, promptly notify the Administrative Agent upon receiving notice of such Taking or commencement of proceedings therefor. The Administrative Agent may participate in any proceedings or negotiations which might result in any Taking, and such Credit Party shall deliver or cause to be delivered to the Administrative Agent all insurance maintained instruments reasonably requested by it to permit such participation. The relevant Credit Party shall pay all reasonable fees, costs and expenses incurred by the Loan Administrative Agent in connection with any Taking and in seeking and obtaining any award or payment on account thereof. The net insurance proceeds and net awards in respect of such Destruction or Taking are hereby assigned and shall be paid to the Administrative Agent. The relevant Credit Party shall take all steps reasonably necessary to notify the condemning authority of such assignment. All net insurance proceeds in respect of any Destruction and net awards in respect of any Taking, shall be applied in accordance with the provisions of subsections 4.5(c) and 12.2. (g) In the event that the proceeds of any insurance claim are paid after the Administrative Agent has exercised its right to foreclose after an Event of Default, pay such proceeds to the Administrative Agent to satisfy any deficiency remaining after such foreclosure. (h) In the event the Credit Parties fail to take out or maintain the full insurance coverage required by this subsection 7.5, the Administrative Agent, upon 30 days’ prior notice (unless the aforementioned insurance would lapse within such period, in which event notice should be given as soon as reasonably possible) to the Borrowers of any such failure, may (but shall not be obligate to) take out the required policies of insurance and each pay the premiums on the same. All amounts so advanced thereof by the Administrative Agent for such insurance shall become an additional obligation of their respective Subsidiaries. Borrower the Borrowers to the Administrative Agent and the Lenders, and the Borrowers shall forthwith pay such amounts to the Administrative Agent, together with interest thereon payable at the Alternate Base Rate plus the Applicable Margin from the date so advanced. (i) If any portion of any Mortgaged Property is at any time located in an area identified by the Federal Emergency Management Agency (or any successor agency) as a Special Flood Hazard Area with respect to which flood insurance has been made available under the National Flood Insurance Act of 1968 (as now or hereafter in effect or successor act thereto), then the Borrowers shall, or shall cause each issuer of an insurance policy Credit Party to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee maintain, or cause to be maintained, with respect a financially sound and reputable insurer, flood insurance in an amount and otherwise sufficient to each policy of property or casualty insurance comply with all applicable rules and naming Administrative Agent as an additional insured with respect regulations promulgated pursuant to each policy of liability insurance, the Flood Insurance Laws and (ii) providing that 30 days’ notice will be given deliver to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to evidence of such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, compliance in form and substance satisfactory reasonably acceptable to the Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (cj) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTNotwithstanding anything to the contrary herein, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAYno provision of this subsection 7.5 or any provision of this Agreement shall impose on the Administrative Agent and the Lenders any duty or obligation to verify the existence or adequacy of the insurance coverage maintained by the Credit Parties, BUT NEED NOTnor shall the Administrative Agent and the Lenders be responsible for any representations or warranties made by or on behalf of the Credit Parties to any insurance broker, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNcompany or underwriter.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (LL Services Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Borrower or such other Loan Parties and each of their respective Subsidiaries Party in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated; provided that in any event, without limitation, business interruption such insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 insured against as of the Closing Date and shall have insured amounts no less than, and deductibles no not materially higher than, those set forth on such schedule; and, upon amounts provided for as of the Closing Date. Upon request of Administrative Agent or any LenderAgent, Borrower shall furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Borrower and each of their respective Subsidiariesother Loan Party. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any the Loan PartyParties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrower provides Agent with evidence of the continuing insurance coverage required by this Agreement following request therefor, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent may purchase insurance at Borrower’s expense to protect Agent’s and LendersINTERESTS IN THE COLLATERALinterests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect Borrower’s and each other Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Agent purchases may, but need not, pay any claim that is made against Borrower or any other Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrower may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that Borrower has obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEBorrower will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Loans owing hereunder.

Appears in 1 contract

Samples: Credit Agreement (AmWINS GROUP INC)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon situated. Upon request of Administrative Agent or any Lender, Administrative Borrower shall furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the each Loan Parties and each of their respective SubsidiariesParty. Borrower Borrowers shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and Borrowers shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any the Loan PartyParties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrowers provide Agent with evidence of the continuing insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent may purchase insurance at BorrowersINTERESTS IN THE COLLATERALexpense to protect Agent’s and Lenders’ interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect each Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Agent purchases may, but need not, pay any claim that is made against any Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrowers may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that Borrowers have obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEBorrowers will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Loans owing hereunder.

Appears in 1 contract

Samples: Credit Agreement (Rosetta Stone Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. The Borrower shall, and shall cause each other Loan Party of its Subsidiaries to, execute keep all Property useful or necessary in its business in good working order and deliver condition (ordinary wear and tear excepted); maintain with financially sound and reputable insurance companies or associations insurance on such of its Property in at least such amounts and against such risks as are usually insured against in the same general area by companies engaged in the same or a similar business; and furnish to the Administrative Agent a collateral assignmentAgent, upon written request, full information as to the insurance carried. From and after the Security Documents Effective Date, all such policies of liability insurance on the property of the Borrower and the Subsidiaries and all such property and casualty insurance policies shall contain an endorsement, in form and substance reasonably satisfactory to the Administrative Agent in its sole discretion, showing the Administrative Agent, on behalf of the Lenders, as additional insured, or as its interests appear, or as loss payee. Such endorsement, or an independent instrument furnished to the Administrative Agent, shall provide that the insurance companies will give the Administrative Agent at least 30 days' prior written notice before any such policy or policies of insurance shall be altered or canceled. All policies of insurance required to be maintained under this Agreement shall be in customary form and with insurers recognized as adequate by the Administrative Agent and all such policies shall be in such amounts as shall be customary for similar companies in the same or similar business in the same geographical area. The Borrower and its Subsidiaries shall deliver to the Administrative Agent insurance certificates certified by the Borrower's or such Subsidiary's insurance brokers, as to the existence and effectiveness of each business interruption policy of insurance policy maintained by and evidence of payment of all premiums then due and payable therefor. In addition, the Borrower shall notify the Administrative Agent promptly of any Loan Partyoccurrence causing a material loss of any insured Property and the estimated (or actual, if available) amount of such loss. (ci) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTEach policy for liability insurance shall provide for all losses to be paid on behalf of the Administrative Agent and the Borrower or its Subsidiary (as the case may be), ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNas their respective interests may appear. (ii) Reimbursement under any liability insurance maintained by the Borrower or its Subsidiaries pursuant to this Section 5.5 may be paid directly to the Person who shall have incurred liability covered by such insurance.

Appears in 1 contract

Samples: Credit Agreement (Univision Communications Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Borrower or such other Loan Parties and each of their respective Subsidiaries Party in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated; provided that in any event, without limitation, business interruption such insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 insured against as of the Closing Date and shall have insured amounts no less than, and deductibles no not materially higher than, those set forth on such schedule; and, upon amounts provided for as of the Closing Date. Upon request of Administrative Agent or any LenderSecond Lien Agent, Borrower shall furnish to Administrative Second Lien Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Borrower and each of their respective Subsidiariesother Loan Party. Borrower shall cause each issuer of an insurance policy to provide Administrative Second Lien Agent with an endorsement (i) showing Administrative Second Lien Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Second Lien Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Second Lien Agent prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Second Lien Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Second Lien Agent a collateral assignment, in form and substance satisfactory to Administrative Second Lien Agent, of each business interruption insurance policy maintained by any the Loan PartyParties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrower provides Second Lien Agent with evidence of the continuing insurance coverage required by this Agreement following request therefor, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSSecond Lien Agent may purchase insurance at Borrower’s expense to protect Second Lien Agent’s and LendersINTERESTS IN THE COLLATERALinterests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect Borrower’s and each other Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Second Lien Agent purchases may, but need not, pay any claim that is made against Borrower or any other Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrower may later cancel any insurance purchased by Second Lien Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Second Lien Agent with evidence that Borrower has obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Second Lien Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEBorrower will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Loans owing hereunder.

Appears in 1 contract

Samples: Second Lien Credit Agreement (AmWINS GROUP INC)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower The Borrowers shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and The Borrowers shall cause each other Loan Party to, execute and deliver to the Administrative Agent a collateral assignment, in form and substance satisfactory to the Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe Borrowers. (c) UNLESS BORROWER PROVIDES THE BORROWERS PROVIDE THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S THE BORROWERS’ EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER THE BORROWERS MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES THE BORROWERS HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE BORROWERS WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Clark Holdings Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries Guarantor to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries the Guarantors in good working order and condition, ordinary wear and tear excepted, and from time to time make, or cause to be made, all needful repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith may be properly conducted at all times in accordance with customary and prudent business practices for similar businesses. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries Guarantor to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it (including, without limitation, liability insurance for the directors and officers of such Loan Party or Guarantor) and such other insurance, to such extent and against such hazards and liabilities, liabilities as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 9.15 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such scheduleschedule (as such schedule may change upon the reasonable consent of the Administrative Agent); and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiariesthe Guarantors. Borrower The Company shall cause each issuer of an insurance policy to provide Administrative the Collateral Agent with an endorsement (i) showing Administrative the Collateral Agent as lender loss payee or mortgagee, as applicable, with respect to each policy of property or casualty insurance or business interruption insurance and naming Administrative Agent the Collateral Agent, for the benefit of the Lenders, as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative the Collateral Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative the Collateral Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER THE COMPANY PROVIDES THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY MAY, FOLLOWING PRIOR NOTICE TO THE COMPANY, PURCHASE INSURANCE AT BORROWERTHE COMPANY’S EXPENSE TO PROTECT ADMINISTRATIVE THE COLLATERAL AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S OR GUARANTOR’S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY OR GUARANTOR IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES AND GUARANTORS MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Standard Parking Corp)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Note Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries Companies or such other Note Party or Subsidiary in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Note Party and each of their respective Subsidiaries Subsidiary to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, including Flood Insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated situated. Notwithstanding the foregoing, Flood Insurance shall not be required for (including, without limitation, business interruption insurance x) real property not located in an amount a Special Flood Hazard Area or (y) real property located in a Special Flood Hazard Area in a community that does not less than as maintained on participate in the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon National Flood Insurance Program. Upon request of Administrative Agent or any LenderPurchaser, the Companies shall furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and Purchaser a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Companies and each of their respective Subsidiariesother Note Party or Subsidiary. Borrower The Companies shall cause each issuer of an insurance policy insuring the Companies or any other Note Party (or their respective property) to provide Administrative Agent with an endorsement (i) showing Administrative Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, insurance and (ii) providing that 30 such issuer will provide thirty (30) days’ notice will be given (or ten (10) days’ notice in the case of non-payment) to Administrative Agent prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy policy. If requested by Agent, the Companies shall execute and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shalldeliver, and shall cause each other Loan applicable Note Party to, to execute and deliver deliver, to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe Note Parties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless the Companies provide Agent with evidence of the continuing insurance coverage required by this Agreement within two (2) Business Days of Agent’s written request therefor, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent may purchase insurance at the CompaniesINTERESTS IN THE COLLATERALexpense to protect Agent’s and Purchasers’ interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect the Companies and each other Note Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Agent purchases may, but need not, pay any claim that is made against the Companies or any other Note Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTThe Companies may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that the Companies have obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEthe Companies will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Notes owing hereunder.

Appears in 1 contract

Samples: Subordination Agreement (CNL Strategic Capital, LLC)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property, including without limitation, all real property, personal property and intellectual property, useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted, except with respect to any such property that becomes obsolete, permanently inoperative, or unfit for its intended use or that is subject to condemnation or confiscation. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower The Company shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and The Company shall cause each other Loan Party to, execute and deliver to the Administrative Agent a collateral assignment, in form and substance satisfactory to the Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe Company. (c) UNLESS BORROWER THE COMPANY PROVIDES THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWERTHE COMPANY’S EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Multi Color Corp)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, The Borrower shall keep all its property useful and necessary in its business and all the business of the Loan Parties and each of their respective Subsidiaries Mortgaged Property, whether owned by a Borrower or a Subsidiary, in good working order and condition, ordinary wear and tear excepted. (b) MaintainThe Borrower at all times shall maintain (or cause to be maintained) with respect to each Mortgaged Property in some company or companies (having a Best's rating of A:VIII or better, except for liability insurance maintained with respect to Properties located in Texas, which shall be maintained with a company or companies having a Best's rating of at least A-:VII) approved by the Administrative Agent: o Comprehensive public liability insurance covering claims for bodily injury, death, and cause each other Loan Party and each of their respective Subsidiaries to maintainproperty damage, with responsible insurance companiesminimum limits satisfactory to the Administrative Agent, such insurance coverage as may be required by but in any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is event not less than those amounts customarily maintained by companies similarly situated in the same or substantially similar business; o Business interruption insurance and/or loss of rents insurance in a minimum amount specified by the Administrative Agent for each Mortgaged Property, and in any such event covering loss of rents for a minimum period of one (1) year; o Hazard insurance insuring each Mortgaged Property against loss by fire (with extended coverage) and against such other hazards and perils (including but not limited to loss by earthquake, windstorm, hail, flood, explosion, riot, aircraft, smoke, vandalism, malicious mischief and vehicle damage) as the Administrative Agent, in its sole discretion, shall from time to time require, all such insurance to be issued in such form, with such deductible provision, and for such amount as shall be satisfactory to the Administrative Agent; and o Such other insurance as the Administrative Agent may, from time to time, reasonably require by notice in writing to the Borrowers. (c) The Borrower shall not, nor permit any other Person to, cancel, terminate, or materially amend any of the insurance policies required by this SECTION 5 without giving at least thirty (30) days' prior written notice to the Administrative Agent. The Borrower will deliver (or cause to be delivered) to the Administrative Agent original or certified copies of the insurance policies, or satisfactory certificates of insurance, and, as often as the Administrative Agent may reasonably request, a report of a reputable insurance broker with respect to such insurance. At the option of the Borrower, the Borrower may maintain the insurance coverages required by this SECTION 5, pursuant to so-called "blanket insurance policies", in which event the Borrower shall, from time to time, upon the Administrative Agent's request, furnish to the Administrative Agent certificates from the respective insurance companies (or their authorized agents) setting forth the types and amounts of insurance being maintained, any applicable deductible provisions, and such other information as the Administrative Agent may require (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Dateeffective dates of any such insurance), but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic together with copies of policies evidencing all such insurance, and a certificate setting forth in reasonable detail the nature and extent of all blanket insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partypolicies. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Revolving Credit Agreement (Mid America Apartment Communities Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, Keep all material property used or useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in ;good working order and condition, condition (ordinary wear and tear and obsolescence excepted). (b) Maintain, Maintain insurance with financially sound and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible reputable insurance companies, such insurance coverage as may be required and with respect to Property and risks of a character usually maintained by any law corporations engaged in the same or governmental regulation or court decree or order applicable to it similar business similarly situated, against loss, damage and such other insurance, to such extent liability of the kinds and against such hazards and liabilities, as is in the amounts customarily maintained by such corporations; and furnish to the Administrative Agent, upon written request, full information as to the insurance carried; provided, however, that the Borrower and its Subsidiaries may maintain self insurance plans to the extent companies similarly situated of similar size and in similar businesses do so. The Administrative Agent shall be named as loss payee or mortgagee, as its interest may appear, and/or additional insured with respect to any such insurance providing coverage in respect of any Collateral, and each provider of any such insurance shall agree, by endorsement upon the policy or policies issued by it or by independent instruments furnished to the Administrative Agent, that it will give the Administrative Agent thirty (including30) days' prior written notice before any such policy or policies shall be altered or canceled, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities that no act or default of the type identified on Schedule 9.16 and Borrower or any of its Subsidiaries or any other Person shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request affect the rights of the Administrative Agent or any Lenderthe Lenders under such policy or policies. The present insurance coverage of the Borrower and its Subsidiaries is outlined as to carrier, furnish policy number, expiration date, type and amount on Schedule 5.5(b). (c) On or before the Funding Date, deliver, to the extent not previously delivered, to the Administrative Agent or such Lender original or electronic copies certificates of policies insurance satisfactory to the Administrative Agent evidencing such insurance, the existence of all insurance required to be maintained by the Borrower and a certificate its Restricted Subsidiaries hereunder and setting forth the respective coverages, limits of liability, carrier, policy number and period of coverage. Thereafter, each year the Borrower will deliver to the Administrative Agent certificates of insurance evidencing that all insurance required to be maintained by the Borrower and its Restricted Subsidiaries hereunder will be in reasonable detail effect through the calendar year following the date of such certificates, subject only to the payment of premiums as they become due. (d) In case of any material loss, damage to or destruction of the Property of any Credit Party or any part thereof, such Credit Party shall promptly give written notice thereof to the Administrative Agent generally describing the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property such damage or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partydestruction. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Dean Foods Co/)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have 9.16; provided the Company’s self-insured amounts no less than, and deductibles no higher than, those set forth on such scheduleretention may not exceed $250,000; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower The Company shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent and each Lender as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or material change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shallNo settlement of any insurance claim not involving equipment in excess of $500,000 (the “Floor Amount”) and no settlement of any insurance claim in any amount after an Event of Default has occurred and is continuing shall be made without the Required Lenders’ prior consent, which consent shall not be unreasonably withheld. In the event of any insured loss of more than the Floor Amount or if any Event of Default has occurred and is continuing, the Company shall promptly notify the Administrative Agent thereof in writing, and shall cause each other Loan Party to, execute the Company hereby authorizes and deliver directs any insurer concerned to make payment of such loss directly to the Administrative Agent as its interest may appear. Amounts equal to or less than the Floor Amount or related to a collateral assignmentcasualty involving equipment shall be paid to the Company so long as no Event of Default exists, for the Company to use as it sees fit. After the occurrence and during the continuance of an Event of Default, the Administrative Agent is authorized (but not required), in form the name and substance satisfactory on behalf of the Company, to make proof of loss and to adjust, compromise and collect, in such manner and amounts as it shall determine, all claims under all policies; and the Company agrees to sign, on demand of the Administrative Agent, all receipts, vouchers, releases and other instruments which may be necessary or desirable in aid of each business interruption this authorization. The proceeds of any insurance policy maintained by in excess of the Floor Amount or any Loan Partyinsurance proceeds received after the occurrence and during the continuance of any Event of Default from loss, theft, or damage to the collateral shall be held in a segregated account established at the Administrative Agent and, disbursed and applied as the Required Lenders may see fit, either in reduction of the Obligations or applied toward the repair, restoration or replacement of the collateral (except that the Required Lenders shall not require that the proceeds be applied toward such repair, restoration or replacement if the proceeds are insufficient for such purposes). Notwithstanding the foregoing, insurance proceeds relating to any real property subject to a Mortgage shall be disbursed as set forth in the Mortgage. (c) UNLESS BORROWER THE COMPANY PROVIDES THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWERTHE COMPANY’S EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Fresh Brands Inc)

Maintenance of Property; Insurance. Borrower agrees that, unless at any time the Required Lenders shall otherwise expressly consent in writing, it will: (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries Parent Entity to keep, all material property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries Parent Entities in good working order and condition, ordinary wear and tear excepted.; (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries Parent Entity to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParent Entities. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 thirty (30) days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy policy, and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party.Borrower and its Subsidiaries; and (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrower provides Administrative Agent with reasonable evidence of the insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAdministrative Agent may purchase reasonable and appropriate insurance at Borrower’s expense to protect Administrative Agent’s and the LendersINTERESTS IN THE COLLATERALinterests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect any Company’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Administrative Agent purchases may not pay any claim that is made against any Parent Entity in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrower may later cancel any insurance purchased by Administrative Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Administrative Agent with evidence that Borrower has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Administrative Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEBorrower will be responsible for the reasonable costs of that insurance, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and any other charges that may be imposed with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the principal amount of the Loans owing hereunder. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of the insurance the Parent Entities may be able to obtain on their own.

Appears in 1 contract

Samples: Credit Agreement (Net Perceptions Inc)

Maintenance of Property; Insurance. (a) KeepKeep all property including, and cause each other Loan Party and each of their respective Subsidiaries to keepwithout limitation, all property Collateral useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary normal wear and tear excepted. (b) Maintain, ; maintain with financially sound and cause each other Loan Party and each of their respective Subsidiaries reputable insurance companies insurance with respect to maintain, with responsible insurance companies, such insurance coverage the Mortgaged Properties as may be required by any law or governmental regulation or court decree or order applicable the Mortgages and Bilateral Mortgages and otherwise with respect to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (its properties including, without limitation, all Collateral , business interruption and potential liabilities in at least such amounts and against at least such risks (but including in any event public liability, product liability and business interruption) as are usually insured against in the same general area by companies engaged in the same or a similar business; deliver to the Agent and the Lenders a report of a reputable insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee broker with respect to such insurance during the month of December in each policy of property or casualty insurance calendar year commencing in 1998, and naming Administrative Agent as an additional insured furnish to each Lender such supplemental reports with respect thereto as such Lender may from time to each policy time reasonably request, all of liability insurance, (ii) providing that 30 days’ notice will which shall be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agentthe Agent or the applicable Lender. All such insurance shall provide that no cancellations, material reduction in amount or material change in coverage thereof shall be effective until at least 30 days after receipt by the Agent of each written notice thereof, and shall name the Agent as an additional insured and loss payee on all casualty insurance with respect to any Collateral and as an additional insured on all business interruption insurance policy maintained (including, with respect to the casualty insurance for any Mortgaged Property, a standard noncontributory mortgagee clause or endorsement naming the Agent (and/or such other party as may be designated by the Agent) as the party to which all payments made by such insurance company shall be paid) and the Agent and the Lenders as additional insureds on all commercial general liability insurance. INSPECTION OF PROPERTY, BOOKS AND RECORDS; DISCUSSIONS. Keep proper books of records and account in conformity with generally accepted accounting principles and applicable regulatory standards; and permit representatives of any Loan PartyLender to visit and inspect any of its properties and examine and make copies of or abstracts from any of its books and records at any reasonable time upon reasonable prior notice and as often as may be reasonably required and to discuss the business, operations, properties and financial and other condition of the Borrower and its Subsidiaries with officers of the Borrower and its Subsidiaries and with its independent certified public accountants. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Special Metals Corp)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Borrower or such other Loan Parties and each of their respective Subsidiaries Party in good working order and condition, ordinary wear and tear excepted, and cause each of its Subsidiaries to comply, at all times with the material provisions of all leases to which it is a party as lessee or under which it occupies property, so as to prevent any loss or forfeiture thereof or thereunder. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated; provided that in any event, without limitation, business interruption such insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 insured against as of the Closing Date and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon amounts provided for as of the Closing Date. Upon request of Administrative Agent or any Lender, Borrower shall furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Borrower and each of their respective Subsidiariesother Loan Party. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent Lender with an endorsement (i) showing Administrative Agent Lender as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent Lender as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent Lender prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative AgentLender. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent Lender a collateral assignment, in form and substance satisfactory to Administrative AgentLender, of each business interruption insurance policy maintained by any the Loan PartyParties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrower provides Lender with evidence of the continuing insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALLender may purchase insurance at Borrower’s expense to protect Lender’s interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect Borrower’s and each other Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Lender purchases may, but need not, pay any claim that is made against Borrower or any other Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrower may later cancel any insurance purchased by Lender, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Lender with evidence that Borrower has obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Lender purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEBorrower will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Loans owing hereunder.

Appears in 1 contract

Samples: Credit Agreement (Staffmark Holdings, Inc.)

Maintenance of Property; Insurance. (a) KeepEach Borrower will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, in the exercise of its reasonable business judgment, all material property useful and reasonably necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. If all or any material part of the Collateral useful or necessary in its business becomes damaged or destroyed, each Borrower will, and will cause each Subsidiary to, promptly and completely repair and/or restore the affected Collateral in a good and workmanlike manner. (b) MaintainUpon completion of any Permitted Contest, Borrowers shall, and will cause each other Loan Party Subsidiary to, promptly pay the amount due, if any. (c) The Credit Parties will maintain, and will cause each of their respective Subsidiaries to maintain, maintain insurance policies and coverage with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable respect to it all their property and such other insurance, assets to such extent and against covering such hazards risks as is customary for companies in sound financial condition in the same or similar businesses and liabilitiesoperations and in the same or similar locations (after giving effect to any self-insurance compatible with such standards). All such insurance policies will be provided by insurance companies that the Borrowers believe (in the Borrowers' reasonable business judgment) are financially sound and reputable at the time the relevant coverage is placed or renewed. (d) On or prior to the Closing Date, and at all times thereafter, each Borrower will cause Agent to be named as an additional insured, assignee and lender loss payee (which shall include, as is customarily applicable, identification as mortgagee), as applicable, on each insurance policy required to be maintained by companies similarly situated pursuant to this Section 4.4 pursuant to endorsements in form and substance reasonably acceptable to Agent. Borrowers shall deliver to Agent and the Lenders (including, without limitation, business interruption insurance in an amount not less than as maintained i) on the Closing Date, but which shall insure a certificate from Borrowers’ insurance broker dated such date showing the amount of coverage as of such date, and that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all risks loss payees and liabilities additional insureds and all rights of the type identified on Schedule 9.16 subrogation against all loss payees and shall have insured amounts no less thanadditional insureds, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent that if all or any Lenderpart of such policy is canceled, furnish terminated or expires, the insurer will forthwith give notice thereof to Administrative Agent or such Lender original or electronic copies of policies evidencing such insuranceeach additional insured, assignee and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to and that no cancellation, reduction in amount or material change in coverage thereof shall be effective until at least thirty (30) days after receipt by each policy additional insured, assignee and loss payee of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurancewritten notice thereof, (ii) providing that 30 days’ on an annual basis, and upon the request of any Lender through Agent from time to time full information as to the insurance carried, (iii) within five (5) days of receipt of notice will be given to Administrative Agent prior to from any cancellation ofinsurer, a copy of any notice of cancellation, nonrenewal or material reduction or change in coverage provided from that existing on the date of this Agreement, (iv) forthwith, notice of any cancellation or nonrenewal of coverage by or other material modification to such policy any Borrower, and (iiiv) reasonably acceptable in all other respects at least ten (10) days prior to Administrative Agent. Borrower shallexpiration of any policy of insurance, evidence of renewal of such insurance upon the terms and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partyconditions herein required. (e) In the event any Borrower fails to provide Agent with evidence of the insurance coverage required by this Agreement, Agent may purchase insurance at Borrowers’ expense to protect Agent’s interests in the Collateral if such Borrower fails to obtain insurance coverage as required by clause (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTabove within ten (10) Business Days of receipt of notice from Agent of such failure, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALexcept if an Event of Default has occurred and is continuing Agent may purchase insurance pursuant to this Section 4.4(e) without first notifying such Borrower of such failure (but shall endeavor in good faith to provide Borrowers notice of such purchase within two (2) Business Days following such purchase). THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect such Borrower’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage purchased by Agent may not pay any claim made by such Borrower or any claim that is made against such Borrower in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTSuch Borrower may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that such Borrower has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEBorrowers will be responsible for the costs of that insurance to the fullest extent provided by law, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and other charges imposed by Agent in connection with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the Obligations. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of insurance such Borrower is able to obtain on its own; provided however, that Agent shall use its Permitted Discretion in selecting any such insurance policies.

Appears in 1 contract

Samples: Credit and Security Agreement (Term Loan) (Radius Health, Inc.)

Maintenance of Property; Insurance. (a) KeepEach Borrower will, and will cause each of its Subsidiaries to exercise commercially reasonable efforts to maintain or cause to be maintained in good repair, working order and condition (subject to normal wear and tear) all properties used in its businesses and from time to time will make or cause to be made all repairs, renewals and replacements thereof, which the applicable Borrower or the applicable Subsidiary deems appropriate in its commercially reasonable opinion so that the business carried on in connection therewith may be properly and advantageously conducted and will maintain and renew as necessary all licenses, permits and other Loan Party clearances reasonably necessary in the applicable Borrower's or the applicable Subsidiary's commercially reasonable opinion to use and occupy such properties, except to the extent no longer economically desirable in the commercially reasonable opinion of the applicable Borrower or the applicable Subsidiary. (b) The Borrowers shall, and shall cause each of their respective Subsidiaries to, maintain in full force and effect, with financially sound and reputable independent insurers, insurance or reinsurance with respect to keep, all property useful their properties and necessary business against loss or damage of the kinds customarily insured against by corporations of established reputation engaged in the same or similar business and similarly situated, of the Loan Parties such types and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage amounts as may be required are customarily carried under similar circumstances by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties corporations. The Borrowers and each of their respective Subsidiaries. Borrower , as applicable, shall cause each issuer of an insurance policy furnish to provide the Administrative Agent on the Closing Date a summary of the material insurance carried in respect of US Borrower and the Subsidiaries and the assets of US Borrower and the Subsidiaries, together with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy certificates of property or casualty insurance and other evidence of such insurance, if any, naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partyand/or loss payee. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTWithout duplicating the requirements of subsection 7.5(b) above, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAYeach Borrower will, BUT NEED NOTand will cause each of its Subsidiaries to, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNmaintain in full force the insurance coverages specified in the Mortgages and the other Security Documents.

Appears in 1 contract

Samples: Credit Agreement (Mettler Toledo Holding Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companiescompanies licensed to conduct business in the states where the business of the Loan Parties is located, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but Loan Parties currently maintain which shall insure against all risks and liabilities of the type types identified in the insurance policies listed on Schedule 9.16 9.16, unless the Loan Parties and the Required Lenders shall have insured amounts no less than, and deductibles no higher than, those set forth on such scheduleagreed it is not commercially reasonable to maintain; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each Parties. With respect to any Collateral that consists of their respective Subsidiaries. Borrower tangible property, the Company shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect applicable to each policy of liability insuranceproperties in the Borrowing Base Pool, (ii) providing that 30 days' notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) be reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER THE COMPANY PROVIDES THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY AFTER TEN (10) DAYS NOTICE TO THE COMPANY, PURCHASE INSURANCE AT BORROWER’S THE COMPANY'S EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S 'S AND THE LENDERS' INTERESTS IN THE COLLATERALCOLLATERAL AND/OR TO PRESERVE THE VALUE OF THE BORROWING BASE POOL, AS THE CASE MAY BE. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S 'S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER THE COMPANY MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE COMPANY HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR UNDER THIS PROVISION, THE COLLATERAL, BORROWER COMPANY WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Sun Communities Inc)

Maintenance of Property; Insurance. (a) Keep(i) Except as would not have or reasonably be expected to have a Material Adverse Effect, keep all Property and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and systems necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and conditioncondition (or in such working order and condition as in existence as of the Closing Date), ordinary wear and tear exceptedexcepted and (ii) maintain with insurance companies the US Borrower believes to be financially sound and reputable insurance on all its Property meeting the requirements of Section 5.3 of the Guarantee and Collateral Agreement and in at least such amounts (after giving effect to any self-insurance reasonable and customary for similarly situated Persons engaged in the same or similar businesses as the US Borrower and the Restricted Subsidiaries) and against at least such risks (but including in any event public liability, product liability and business interruption) as are usually insured against in the same geographic regions by companies of similar size engaged in the same or a similar business. (b) MaintainWithin thirty (30) days following the date hereof, any date on which a new Grantor (as defined in the Guarantee and Collateral Agreement) is added to the Guarantee and Collateral Agreement or the date the relevant policy is obtained, the Administrative Agent shall be named as additional insured on all general liability insurance policies (excluding, for the avoidance of doubt, directors and officers, worker’s compensation, health and benefit, and vehicle and similar liability policies) of such Grantor, and the Administrative Agent shall be named as loss payee on all property and casualty insurance policies of such Grantor with respect to Collateral. The Grantors shall use commercially reasonable efforts to cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, all such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy i) to provide that the relevant insurer shall endeavor to provide the Administrative Agent with an endorsement at least thirty (i30) showing Administrative Agent as loss payee with respect to each days prior notice of the cancellation of the relevant policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided if reasonably requested by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to the Administrative Agent, include a breach of each business interruption insurance policy maintained by any Loan Partywarranty clause. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Continental Building Products, Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Borrowers or such other Loan Parties and each of their respective Subsidiaries Party in good working order and condition, ordinary wear and tear exceptedexcepted and comply at all times with the provisions of all materials leases to which it is a party as a lessee, so as to prevent any loss or forfeiture thereof or thereunder. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, the Key Man Life Insurance, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it it, and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated; provided that in any event, without limitation, business interruption such insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 insured against as of the Closing Date and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon amounts provided for as of the Closing Date. Upon request of Administrative Agent or any LenderAgent, Borrowers shall furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Borrowers and each of their respective Subsidiariesother Loan Party. Borrower Borrowers shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days' notice will be given to Administrative Agent prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shallBorrowers shall execute and deliver, and shall cause each other applicable Loan Party to, to execute and deliver deliver, to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any the Loan PartyParties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless Borrowers provide Administrative Agent with evidence of the continuing insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAdministrative Agent may purchase insurance at BorrowersINTERESTS IN THE COLLATERALexpense to protect Administrative Agent's interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect Borrowers’ and each other Loan Party's interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Administrative Agent purchases may, but need not, pay any claim that is made against Borrowers or any other Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTBorrowers may later cancel any insurance purchased by Administrative Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Administrative Agent with evidence that Borrowers have obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Administrative Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEBorrowers will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Loans owing hereunder. (d) Borrowers shall give Administrative Agent prompt notice of any loss exceeding $100,000 covered by such insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERSo long as no Event of Default has occurred and is continuing, Borrowers shall have the exclusive right to adjust any losses payable under any such insurance policies which are less than $25,000. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNFollowing the occurrence and during the continuation of an Event of Default, or in the case of any losses payable under such insurance exceeding $100,000, Administrative Agent shall have the exclusive right to adjust any losses payable under any such insurance policies, without any liability to Borrowers whatsoever in respect of such adjustments.

Appears in 1 contract

Samples: Credit Agreement (Focus Venture Partners, Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries Subsidiary to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedulesituated; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Borrower and each of their respective SubsidiariesSubsidiary. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent Lender with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent Lender as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent Lender prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan PartyLender. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT LENDER WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT LENDER MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ LENDER'S INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTYBORROWER’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT LENDER PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY BORROWER IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTLENDER, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT LENDER WITH EVIDENCE THAT LOAN PARTIES HAVE BORROWER HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT LENDER PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.OWING

Appears in 1 contract

Samples: Revolving Credit Agreement (Byline Bancorp, Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Each Loan Party and each of their respective Subsidiaries to keep, shall keep all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted., ​ (b) MaintainEach Loan Party shall (i) maintain with financially sound and reputable insurance companies insurance on all its property and against at least such risks and, in any case, in at least such amounts as are usually insured against by companies engaged in the same or a similar business as determined by Agent from time to time in its Permitted Discretion, and cause each other Loan Party and each of their respective Subsidiaries (ii) subject to maintainSection 5.13, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an any insurance policy to list each Loan Party and its Subsidiaries as primary insured and provide Administrative Agent with an endorsement (ix) showing Administrative Agent as “lender loss payee payee” or “Lender loss payable” with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured insured” with respect to each policy of liability insurance, as applicable, as its interests may appear, and (iiy) providing that 30 containing (A) a clause requiring the insurer to give not less than ten (10) days’ prior written notice will to Agent, as applicable, in the event of cancellation of the policy for nonpayment of premium and not less than thirty (30) days’ prior written notice to Agent in the event of cancellation of the policy for any other reason whatsoever and (B) a clause specifying that the interest of Agent, as applicable, shall not be given to Administrative Agent prior to impaired or invalidated by any cancellation ofact or neglect of any Loan Party, material reduction any of their Subsidiaries or change in coverage provided the owner of any property or by or other material modification to the occupation of the premises for purposes more hazardous than are permitted by such policy and (iiiz) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, All proceeds of each business interruption insurance policy maintained (if any) of the Loan Parties shall be remitted to Agent for application to the outstanding balance of the Term Loan, subject to Section 2.1(c). If any improvements located upon any property are located in an area identified by the Federal Emergency Management Agency as an area having special flood hazards and in which flood insurance has been made available under the National Flood Insurance Act of 1968 (or any amendment or successor act thereto), then the applicable Loan Party.Party shall maintain, or cause to be maintained, with a financially sound and reputable insurer, flood insurance in an amount sufficient to comply with all applicable rules and regulations promulgated pursuant to such Act. ​ (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIn addition to the foregoing clause (b), ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSBorrower shall satisfy any other insurance requirements as Agent may reasonably require pursuant to any insurance diligence report delivered pursuant to Section 5.5(d). ​ (d) At reasonable times and upon reasonable notice (provided that no notice is required if an Event of Default has occurred and is continuing), Agent or its agents, shall have the right to conduct a review of the BorrowersINTERESTS IN THE COLLATERALinsurance coverage at the Loan Parties’ expense; provided that, so long as an Event of Default has not occurred and is continuing, in any Fiscal Year, the Loan Parties only shall be responsible for the costs and expenses of one (1) review. THIS INSURANCE MAY​ ​ Presto Credit Agreement 53 ​ ​ ​ ​ (e) Notwithstanding anything in this Agreement to the contrary, BUT NEED NOTif at any time Agent is not in receipt of written evidence that all policies of insurance required under this Section 5.5 are in full force and effect, PROTECT ANY LOAN PARTY’S INTERESTSAgent shall have the right, without written notice to Borrower, to take such action as Agent deems necessary to protect its interest in the Collateral, including the obtaining of such insurance coverage as Agent in its reasonable discretion deems appropriate; all premiums incurred by Agent in connection with such action or in obtaining such insurance and keeping it in effect shall be paid by Borrower to Agent upon demand and, until paid, shall constitute “Obligations” hereunder, shall be secured by the Security Documents and shall bear interest at the Interest Rate plus the Default Rate. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Presto Automation Inc.)

Maintenance of Property; Insurance. (a) KeepEach Borrower will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, in the exercise of its reasonable business judgment, all material property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. If all or any material part of the Collateral useful or necessary in its business becomes damaged or destroyed, each Borrower will, and will cause each Subsidiary to, promptly and completely repair and/or restore the affected Collateral in a good and workmanlike manner. (b) MaintainUpon completion of any Permitted Contest, Borrowers shall, and will cause each other Loan Party Subsidiary to, promptly pay the amount due, if any, and deliver to Agent proof of the completion of the contest and payment of the amount due, if any. (c) The Credit Parties will maintain, and will cause each of their respective Subsidiaries to maintain, maintain insurance policies and coverage with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable respect to it all their property and such other insurance, assets to such extent and against covering such hazards risks as is customary for companies in sound financial condition in the same or similar businesses and liabilitiesoperations and in the same or similar locations (after giving effect to any self-insurance compatible with such standards). All such insurance policies will be provided by insurance companies that the Borrower believes (in the Borrower’s reasonable business judgment) are financially sound and reputable at the time the relevant coverage is placed or renewed. (d) On or prior to the Closing Date, and at all times thereafter, each Borrower will cause Agent to be named as an additional insured, assignee and lender loss payee (which shall include, as is customarily applicable, identification as mortgagee), as applicable, on each insurance policy required to be maintained by companies similarly situated pursuant to this Section 4.4 pursuant to endorsements in form and substance reasonably acceptable to Agent. Borrowers shall deliver to Agent and the Lenders (including, without limitation, business interruption insurance in an amount not less than as maintained i) on the Closing Date, but which shall insure a certificate from Borrowers’ insurance broker dated such date showing the amount of coverage as of such date, and that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all risks loss payees and liabilities additional insureds and all rights of the type identified on Schedule 9.16 subrogation against all loss payees and shall have insured amounts no less thanadditional insureds, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent that if all or any Lenderpart of such policy is canceled, furnish terminated or expires, the insurer will forthwith give notice thereof to Administrative Agent or such Lender original or electronic copies of policies evidencing such insuranceeach additional insured, assignee and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to and that no cancellation, reduction in amount or material change in coverage thereof shall be effective until at least thirty (30) days after receipt by each policy additional insured, assignee and loss payee of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurancewritten notice thereof, (ii) providing that 30 days’ on an annual basis, and upon the request of any Lender through Agent from time to time full information as to the insurance carried, (iii) within five (5) days of receipt of notice will be given to Administrative Agent prior to from any cancellation ofinsurer, a copy of any notice of cancellation, nonrenewal or material reduction or change in coverage provided from that existing on the date of this Agreement, (iv) forthwith, notice of any cancellation or nonrenewal of coverage by or other material modification to such policy any Borrower, and (iiiv) reasonably acceptable in all other respects at least ten (10) days prior to Administrative Agent. Borrower shallexpiration of any policy of insurance, evidence of renewal of such insurance upon the terms and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partyconditions herein required. (e) In the event any Borrower fails to provide Agent with evidence of the insurance coverage required by this Agreement, Agent may purchase insurance at Borrowers’ expense to protect Agent’s interests in the Collateral if Borrower fails to obtain insurance coverage as required by clause (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTabove within ten (10) Business Days of receipt of notice from Agent of such failure, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALexcept if an Event of Default has occurred and is continuing Agent may purchase insurance pursuant to this Section 4.4(e) without first notifying Borrower of such failure (but shall endeavor in good faith to provide Borrowers notice of such purchase within two (2) Business Days following such purchase). THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect such Borrower’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage purchased by Agent may not pay any claim made by such Borrower or any claim that is made against such Borrower in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTSuch Borrower may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that such Borrower has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEBorrowers will be responsible for the costs of that insurance to the fullest extent provided by law, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and other charges imposed by Agent in connection with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the Obligations. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of insurance such Borrower is able to obtain on its own; provided however, that Agent shall use its Permitted Discretion in selecting any such insurance policies.

Appears in 1 contract

Samples: Credit and Security Agreement (Term Loan) (Radius Health, Inc.)

Maintenance of Property; Insurance. (a) KeepThe Borrower will, and will cause each other Loan Party and each of their respective its Subsidiaries to keepto, (i) keep all property useful and necessary in to the business of the Loan Parties Borrower and each of their respective its Subsidiaries in good working order and condition, ordinary wear and tear exceptedexcepted and subject to the occurrence of casualty events, (ii) maintain with financially sound and reputable insurance companies insurance on all such property and against all such risks as is consistent and in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as the Borrower and its Subsidiaries, and (iii) furnish to the Administrative Agent, upon its request therefor, full information as to the insurance carried. The provisions of this Section 8.03 shall be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance. (b) MaintainIf at any time the improvements on a Mortgaged Property are located in an area identified as a special flood hazard area by the Federal Emergency Management Agency or any successor thereto or other applicable agency, the Borrower will, and will cause each other Loan Party of its Subsidiaries to, at all times keep and maintain flood insurance in an amount satisfactory to the Administrative Agent but in no event less than the amount sufficient to comply with the rules and regulations promulgated under the National Flood Insurance Act of 1968 and Flood Disaster Protection Act of 1973, each as amended from time to time. (c) The Borrower will, and will cause each of their respective its Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, and all policies or certificates (or certified copies thereof) with respect to maintain, with responsible insurance companies, such insurance coverage as may be required by (and any law or governmental regulation or court decree or order applicable to it and such other public liability insurance, to such extent third party property damage insurance and against such hazards and liabilities, as is customarily business interruption insurance maintained by companies similarly situated the Borrower and/or such Subsidiaries) (i) shall be endorsed to the Collateral Agent’s satisfaction for the benefit of the Collateral Agent (including, without limitation, business interruption insurance in an amount not less than as maintained on by naming the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Collateral Agent as loss payee with (in respect of all property insurance) and/or additional insured) and such endorsements shall be delivered to each policy the Collateral Agent within 15 days of property or casualty insurance and naming Administrative the Initial Borrowing Date (as such date may be extended by the Collateral Agent as an additional insured with respect to each policy of liability insurancein its sole discretion), (ii) providing shall provide that 30 days’ notice will be given the respective insurers irrevocably waive any and all rights of subrogation with respect to Administrative the Collateral Agent prior to any cancellation ofand the other Secured Creditors, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable shall be deposited with the Collateral Agent; provided that during the period from the Initial Borrowing Date through April 1, 2012, the Target and its Subsidiaries shall not be required to keep their property insured in all other respects to Administrative Agentfavor of the Collateral Agent or comply with the requirements of the foregoing clauses (i), (ii) and (iii) so long as the Target and its Subsidiaries maintain the insurance listed on Schedule 7.17 during such period. The Borrower shallwill, and shall will cause each other Loan Party of its Subsidiaries (excluding, however, during the period from the Initial Borrowing Date through April 1, 2012, the Target and its Subsidiaries) to, execute and deliver use commercially reasonable efforts to Administrative Agent a collateral assignment, in form and substance satisfactory obtain endorsements to Administrative its insurance policies stating that such insurance policies shall not be canceled without at least 30 days’ prior written notice thereof by the respective insurer to the Collateral Agent, of each business interruption insurance policy maintained by any Loan Party. (cd) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIf the Borrower or any of its Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAYor if the Borrower or any of its Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNthe Administrative Agent shall have the right (but shall be under no obligation) to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all costs and expenses of procuring such insurance.

Appears in 1 contract

Samples: Credit Agreement (Semtech Corp)

Maintenance of Property; Insurance. (ai) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, Keep all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (bii) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as lender loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ (except for non-payment of premium, in which case a 10 days’) notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Each Loan Party to, shall execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any such Loan Party. (ciii) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY MAY, UPON TWO BUSINESS DAYS PRIOR WRITTEN NOTICE, PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER XXXXXXXX MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE XXXXXXXX HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (A-Mark Precious Metals, Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, maintain self insurance or insurance with responsible insurance companies, with such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles or self-insured retentions no higher than, those set forth on such scheduleas are customarily maintained by companies similarly situated; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insuranceinsurance if then available, or if not then available, within three (3) Business Days of the date such policies become available to Borrower, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Collateral Agent as an additional insured insured, where permissible, with respect to each policy of liability insurance, (ii) providing that 30 thirty (30) days’ notice will be given to Administrative Collateral Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan PartyBorrower. (c) Maintain flood insurance on all mortgaged property that is in a special flood hazard zone from such providers, on such terms and in such amounts as required by the Flood Disaster Protection Act, as amended from time to time, or as otherwise required by the Lenders. (d) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, AND IN THE EVENT BORROWER FAILS TO PURCHASE FURTHER OR OTHER INSURANCE AS REASONABLY REQUIRED BY ADMINISTRATIVE AGENT TO BE IN COMPLIANCE WITH THE INSURANCE COVERAGE REQUIREMENTS OF THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE BORROWER HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Primoris Services Corp)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such scheduleis customarily maintained by companies similarly situated; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. The Borrower shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Upon the request of the Administrative Agent, the Borrower shall, and shall cause each other Loan Party to, execute and deliver to the Administrative Agent a collateral assignment, in form and substance satisfactory to the Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe Borrower, and shall use commercially reasonable efforts to cause the applicable insurance broker or agent to execute and deliver the same. (c) UNLESS THE BORROWER PROVIDES THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT THE BORROWER’S EXPENSE TO PROTECT THE ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. THE BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE THE BORROWER HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, THE BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (American Railcar Industries, Inc.)

Maintenance of Property; Insurance. (a) KeepEach Credit Party will keep, and will cause each other Loan Party and each of their respective Subsidiaries Subsidiary to keep, all property useful used and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and conditioncondition in all material respects, ordinary wear and tear and casualty event excepted. (b) MaintainEach Credit Party will maintain (i) casualty insurance on all real and personal property (of the types carried by the Credit Parties on the Closing Date) on an all risks basis, covering the repair and cause each other Loan Party replacement cost of all such property and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitationcoverage, business interruption and rent loss coverages with extended period of indemnity (for the period required by Agent from time to time) and indemnity for extra expense, in each case without application of coinsurance and with agreed amount endorsements, (ii) general and professional liability insurance in an amount not less than as maintained (of the types carried by the Credit Parties on the Closing Date, but which shall insure including products/completed operations liability coverage), and (iii) such other insurance coverage in each case against all risks and liabilities loss or damage of the type identified on Schedule 9.16 kinds customarily insured against by Persons engaged in the same or similar business of such types and in such amounts as are customarily carried under similar circumstances by such other Persons; provided, however, that, in no event shall have insured such insurance be in amounts no or with coverage less than, or with carriers with qualifications inferior to, any of the insurance or carriers in existence as of the Closing Date (or required to be in existence after the Closing Date under a Financing Document). All such insurance shall be provided by insurers having an A.M. Best policyholders rating reasonably acceptable to Agent. Avenue / Rubicon / Credit, Security and deductibles no higher thanGuaranty Agreement (c) Subject to Section 7.4, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish prior to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurancethe Closing Date, and a certificate setting forth in reasonable detail the nature at all times thereafter, each Credit Party will cause Agent to be named as an additional insured, assignee and extent of all insurance maintained by the Loan Parties and lender loss payee (which shall include, as applicable, identification as mortgagee), as applicable, on each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy required to provide Administrative be maintained pursuant to this Section 4.4 pursuant to endorsements in form and substance reasonably acceptable to Agent. Subject to Section 7.4, Credit Parties shall deliver to Agent with an endorsement and the Lenders (i) on the Closing Date, a certificate from Credit Parties’ insurance broker dated such date showing Administrative Agent the amount of coverage as of such date, and that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all loss payees and additional insureds and all rights of subrogation against all loss payees and additional insureds, and that if all or any part of such policy is canceled, terminated or expires, the insurer will forthwith give notice thereof to each additional insured, assignee and loss payee with respect to and that no cancellation, reduction in amount or material change in coverage thereof shall be effective until at least thirty (30) days after receipt by each policy additional insured, assignee and loss payee of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurancewritten notice thereof, (ii) providing that 30 days’ on an annual basis, and upon the request of any Lender through Agent from time to time full information as to the insurance carried, (iii) within five (5) days of receipt of notice will be given to Administrative Agent prior to from any cancellation ofinsurer, a copy of any notice of cancellation, nonrenewal or material reduction or change in coverage provided from that existing on the date of this Agreement, (iv) forthwith, notice of any cancellation or nonrenewal of coverage by or other material modification to such policy any Credit Party, and (iiiv) reasonably acceptable in all other respects at least sixty (60) days prior to Administrative Agent. Borrower shallexpiration of any policy of insurance, evidence of renewal of such insurance upon the terms and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Partyconditions herein required. (cd) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIn the event any Credit Party fails to provide Agent with evidence of the insurance coverage required by this Agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSAgent may purchase insurance at Credit PartiesINTERESTS IN THE COLLATERALexpense to protect Agent’s interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect such Credit Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage purchased by Agent may not pay any claim made by such Credit Party or any claim that is made against such Credit Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTSuch Credit Party may later cancel any insurance purchased by Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Agent with evidence that such Credit Party has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCECredit Parties will be responsible for the costs of that insurance to the fullest extent provided by law, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and other charges imposed by Agent in connection with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the Obligations. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of insurance such Credit Party is able to obtain on its own.

Appears in 1 contract

Samples: Credit, Security and Guaranty Agreement (Rubicon Technologies, Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each other Each Loan Party and each of their respective Subsidiaries to keep, shall keep all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted., (b) MaintainEach Loan Party shall (i) maintain with financially sound and reputable insurance companies insurance on all its property and against at least such risks and, in any case, in at least such amounts as are usually insured against by companies engaged in the same or a similar business as determined by Agent from time to time in its Permitted Discretion, and cause each other Loan Party and each of their respective Subsidiaries (ii) subject to maintainSection 5.13, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an any insurance policy to list each Loan Party and its Subsidiaries as primary insured and provide Administrative Agent with an endorsement (ix) showing Administrative Agent as “lender loss payee payee” or “Lender loss payable” with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured insured” with respect to each policy of liability insurance, as applicable, as its interests may appear, and (iiy) providing that 30 containing (A) a clause requiring the insurer to give not less than ten (10) days’ prior written notice will to Agent, as applicable, in the event of cancellation of the policy for nonpayment of premium and not less than thirty (30) days’ prior written notice to Agent in the event of cancellation of the policy for any other reason whatsoever and (B) a clause specifying that the interest of Agent, as applicable, shall not be given to Administrative Agent prior to impaired or invalidated by any cancellation ofact or neglect of any Loan Party, material reduction any of their Subsidiaries or change in coverage provided the owner of any property or by or other material modification to the occupation of the premises for purposes more hazardous than are permitted by such policy and (iiiz) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, All proceeds of each business interruption insurance policy maintained (if any) of the Loan Parties shall be remitted to Agent for application to the outstanding balance of the Term Loan, subject to Section 2.1(c). If any improvements located upon any property are located in an area identified by the Federal Emergency Management Agency as an area having special flood hazards and in which flood insurance has been made available under the National Flood Insurance Act of 1968 (or any amendment or successor act thereto), then the applicable Loan PartyParty shall maintain, or cause to be maintained, with a financially sound and reputable insurer, flood insurance in an amount sufficient to comply with all applicable rules and regulations promulgated pursuant to such Act. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIn addition to the foregoing clause (b), ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSBorrower shall satisfy any other insurance requirements as Agent may reasonably require pursuant to any insurance diligence report delivered pursuant to Section 5.5(d). (d) At reasonable times and upon reasonable notice (provided that no notice is required if an Event of Default has occurred and is continuing), Agent or its agents, shall have the right to conduct a review of the BorrowersINTERESTS IN THE COLLATERALinsurance coverage at the Loan Parties’ expense; provided that, so long as an Event of Default has not occurred and is continuing, in any Fiscal Year, the Loan Parties only shall be responsible for the costs and expenses of one (1) review. (e) Notwithstanding anything in this Agreement to the contrary, if at any time Agent is not in receipt of written evidence that all policies of insurance required under this Section 5.5 are in full force and effect, Agent shall have the right, without written notice to Borrower, to take such action as Agent deems necessary to protect its interest in the Collateral, including the obtaining of such insurance coverage as Agent in its reasonable discretion deems appropriate; all premiums incurred by Agent in connection with such action or in obtaining such insurance and keeping it in effect shall be paid by Borrower to Agent upon demand and, until paid, shall constitute “Obligations” hereunder, shall be secured by the Security Documents and shall bear interest at the Interest Rate plus the Default Rate. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.Presto Credit Agreement 54

Appears in 1 contract

Samples: Credit Agreement (Presto Automation Inc.)

Maintenance of Property; Insurance. (a) Keep, and cause each ---------------------------------- other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Datesituated, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and ------------- deductibles no higher than, those set forth on such schedule; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan PartyParties. (c) UNLESS BORROWER PROVIDES THE LOAN PARTIES PROVIDE THE ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT MAY MAY, FOLLOWING NOTICE TO THE COMPANY, PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALLOAN PARTIES' EXPENSE. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S 'S INTERESTS. THE COVERAGE THAT THE ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH PARTY. THE COLLATERAL. BORROWER LOAN PARTIES MAY LATER CANCEL ANY INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE ADMINISTRATIVE AGENT WITH EVIDENCE THAT THE LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF THE ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALLOAN PARTIES, BORROWER THE LOAN PARTIES WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Kv Pharmaceutical Co /De/)

Maintenance of Property; Insurance. (a) KeepSchedule VI sets forth a true and complete listing of all insurance maintained by Holdings and its Subsidiaries as of the Initial Borrowing Date. Holdings will, and will cause each other Loan Party and each of their respective its Subsidiaries to keepto, (i) keep all property useful and necessary in to the business of the Loan Parties Borrower and each of their respective its Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted, (ii) maintain insurance on all such property in at least such amounts and against at least such risks as is consistent and in accordance with industry practice for companies similarly situated owning similar properties in the same general areas in which Holdings or any of its Subsidiaries operates, and (iii) furnish to the Administrative Agent or any Bank, upon written request, full information as to the insurance carried. At any time that insurance at levels described on Schedule VI is not being maintained by Holdings or any Subsidiary of Holdings, Holdings will, or will cause one of its Subsidiaries to, promptly notify the Administrative Agent and the Banks in writing and, if thereafter notified by the Required Banks to do so, Holdings or any such Subsidiary, as the case may be, shall obtain such insurance at such levels to the extent such insurance is reasonably available. In addition to the requirements of the two immediately preceding sentences, Holdings will, and will cause each of its Subsidiaries to, at all times cause property and business interruption insurance of the types described in Schedule VI to be maintained (with the same scope of coverage as that described in Schedule VI) at levels which are at least as great as the respective amounts described on Schedule VI. (b) MaintainHoldings will, and will cause each other Loan Party of its Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, and each of their respective Subsidiaries all policies or certificates (or certified copies thereof) with respect to maintain, with responsible insurance companies, such insurance coverage as may be required by (and any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily insurance maintained by companies similarly situated Holdings and/or its Subsidiaries) (i) shall be endorsed to the Collateral Agent's satisfaction for the benefit of the Collateral Agent (including, without limitation, business interruption insurance in an amount not less than as maintained on by naming the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Collateral Agent as loss payee and/or additional insured), (ii) shall state that such insurance policies shall not be cancelled or revised without at least 30 days' prior written notice thereof by the respective insurer to the Collateral Agent, (iii) shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to each policy the Collateral Agent and the Secured Creditors, (iv) shall contain the standard non-contributing mortgage clause endorsement in favor of property or casualty insurance and naming Administrative the Collateral Agent as an additional insured with respect to each policy of hazard liability insurance, (iiv) providing shall, except in the case of public liability insurance, provide that 30 days’ notice will any losses shall be given payable notwithstanding (A) any act or neglect of Holdings or any of its Subsidiaries, (B) the occupation or use of the properties for purposes more hazardous than those permitted by the terms of the respective policy if such coverage is obtainable at commercially reasonable rates and is of the kind from time to Administrative Agent prior time customarily insured against by Persons owning or using similar property and in such amounts as are customary, (C) any foreclosure or other proceeding relating to the insured properties or (D) any cancellation of, material reduction or change in coverage provided by the title to or other material modification to such policy ownership or possession of the insured properties and (iiivi) reasonably acceptable in all other respects shall be deposited with the Collateral Agent (although proceeds received thereunder shall be permitted to Administrative Agent. Borrower shallbe used, subject to (x) the absence of any Default under Section 10.01 and shall cause each other Loan Party to, execute 10.05 and deliver to Administrative Agent a collateral assignmentthe absence of any Event of Default and (y) compliance with the relevant provisions thereof, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained the manner contemplated by any Loan PartySection 4.02(g)). (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTIf Holdings or any of its Subsidiaries shall fail to insure its property in accordance with this Section 8.03, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAYor if Holdings, BUT NEED NOTor if Holdings any of its Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTthe Collateral Agent shall have the right (but shall be under no obligation), BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALupon 10 Business Days' prior notice to Adience, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNto procure such insurance and Holdings and each of the Borrowers agree to reimburse the Collateral Agent for all costs and expenses of procuring such insurance.

Appears in 1 contract

Samples: Credit Agreement (Alpine Group Inc /De/)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Note Party and each of their respective Subsidiaries Subsidiary to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries Companies or such other Note Party or Subsidiary in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Note Party and each of their respective Subsidiaries Subsidiary to maintain, with responsible insurance companies, such insurance coverage as may shall be required by any law or all laws, governmental regulation or regulations and court decree or order decrees and orders applicable to it and such other insurance, including Flood Insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated situated. Notwithstanding the foregoing, Flood Insurance shall not be required for (including, without limitation, business interruption insurance x) real property not located in an amount a Special Flood Hazard Area or (y) real property located in a Special Flood Hazard Area in a community that does not less than as maintained on participate in the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon National Flood Insurance Program. Upon request of Administrative Collateral Agent or any LenderSecured Party, the Companies shall furnish to Administrative Collateral Agent or such Lender original or electronic copies of policies evidencing such insurance, and Secured Party a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties Companies and each of their respective Subsidiariesother Note Party or Subsidiary. Borrower The Companies shall cause each issuer of an insurance policy insuring the Companies or any other Note Party (or their respective property) to provide Administrative Collateral Agent with an endorsement (i) showing Administrative Collateral Agent as a loss payee with respect to each policy of property or casualty insurance and naming Administrative Collateral Agent as an additional insured with respect to each policy of liability insurance, insurance and (ii) providing that 30 such issuer will provide thirty (30) days’ notice will be given (or ten (10) days’ notice in the case of non-payment) to Administrative Collateral Agent prior to any cancellation of, material or reduction or change in coverage provided by or other material modification to such policy policy. If requested by Collateral Agent, the Companies shall execute and (iii) reasonably acceptable in all other respects to Administrative Agent. Borrower shalldeliver, and shall cause each other Loan applicable Note Party to, to execute and deliver deliver, to Administrative Collateral Agent a collateral assignment, in form and substance satisfactory to Administrative Collateral Agent, of each business interruption insurance policy maintained by any Loan Partythe Note Parties. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless the Companies provide Collateral Agent with evidence of the continuing insurance coverage required by this Agreement within two (2) Business Days of Collateral Agent’s written request therefor, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSCollateral Agent may purchase insurance at the CompaniesINTERESTS IN THE COLLATERALexpense to protect Collateral Agent’s and Secured Parties’ interests in the Collateral. THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect the Companies and each other Note Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that Collateral Agent purchases may, but need not, pay any claim that is made against the Companies or any other Note Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTThe Companies may later cancel any insurance purchased by Collateral Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing Collateral Agent with evidence that the Companies have obtained the insurance coverage required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf Collateral Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas set forth above, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEthe Companies will be responsible for the costs of that insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNincluding interest and any other charges that may be imposed with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance and the costs of the insurance may be added to the principal amount of the Notes owing hereunder.

Appears in 1 contract

Samples: Note Purchase Agreement (CNL Strategic Capital, LLC)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective its Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective its Subsidiaries to maintain, with responsible financially sound insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (includingsituated, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of the Administrative Agent or any LenderAgent, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. The Borrower shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as lender’s loss payee with respect to each policy of property or casualty insurance and naming the Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTUnless the Borrower provides the Administrative Agent with evidence of the insurance coverage required by this agreement, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERSthe Administrative Agent may, following written notice to the Borrower, purchase insurance at the Borrower’s expense to protect the Administrative Agent’s and the LendersINTERESTS IN THE COLLATERALinterests in the Collateral (other than during a Collateral Suspension Period). THIS INSURANCE MAYThis insurance may, BUT NEED NOTbut need not, PROTECT ANY LOAN PARTY’S INTERESTSprotect any Loan Party’s interests. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERALThe coverage that the Administrative Agent purchases may not pay any claim that is made against any Loan Party in connection with the Collateral. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTThe Borrower may later cancel any insurance purchased by the Administrative Agent, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENTbut only after providing the Administrative Agent with evidence that the company has obtained insurance as required by this Agreement. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALIf the Administrative Agent purchases insurance for the Collateral, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEthe Borrower will be responsible for the costs of that insurance, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCEincluding interest and any other charges that may be imposed with the placement of the insurance, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCEuntil the effective date of the cancellation or expiration of the insurance. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDERThe costs of the insurance may be added to the principal amount of the Loans owing hereunder. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNThe costs of the insurance may be more than the cost of the insurance the Loan Parties may be able to obtain on their own.

Appears in 1 contract

Samples: Credit Agreement (Kapstone Paper & Packaging Corp)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. The Borrower shall, and shall cause each other Loan Party of its Subsidiaries to, execute keep all property useful or necessary in its business in good working order and deliver condition (ordinary wear and tear excepted); maintain with financially sound and reputable insurance companies or associations insurance on such of its property in at least such amounts and against such risks as are usually insured against in the same general area by companies engaged in the same or a similar business; and furnish to Administrative Agent a collateral assignmentthe Lender, upon written request, full information as to the insurance carried. All such policies of insurance shall contain an endorsement, in form and substance reasonably satisfactory to Administrative Agentthe Lender in its sole discretion, showing the Lender as additional insured or loss payee, as appropriate, or as its interests appear. Such endorsement, or an independent instrument furnished to the Lender, shall provide that the insurance companies will give the Lender at least 30 days' prior written notice before any such policy or policies of insurance shall be altered or canceled. All policies of insurance required to be maintained under this Agreement shall be in customary form and with insurers recognized as adequate by the Lender in its reasonable judgment and all such policies shall be in such amounts as shall be customary for similar companies in the same or similar business in the same geographical area. The Borrower shall deliver to the Lender insurance certificates certified by the Borrower's insurance brokers, as to the existence and effectiveness of each business interruption policy of insurance and evidence of payment of all premiums then due and payable therefor. In addition, the Borrower shall notify the Lender promptly of any occurrence causing a material loss of any insured Property and the estimated (or actual, if available) amount of such loss. Further, the Borrower shall maintain all insurance required under the other Loan Documents. (b) Each policy maintained by any Loan Partyfor liability insurance shall provide for all losses to be paid on behalf of the Lender and the Borrower, as their respective interests may appear, and each policy for property damage insurance shall, to the extent applicable to equipment and inventory, provide for all losses to be paid directly to the Lender. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTReimbursement under any liability insurance maintained by the Borrower or any Subsidiary pursuant to this Section 5.5 may be paid directly to the Person who shall have incurred liability covered by such insurance. In the case of any loss involving damage to equipment or inventory as to which Section 5.5(d) is not applicable, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAYthe Borrower will make or cause to be made the necessary repairs to or replacements of such equipment or inventory, BUT NEED NOTand any proceeds of insurance maintained by the Borrower pursuant to this Section 5.5 shall be paid by the Lender to the Borrower, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTupon presentation of invoices and other evidence of obligations, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALas reimbursement for the costs of such repairs or replacements. (d) Upon the actual or constructive total loss of any equipment or inventory during the continuance of a Default, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEall insurance proceeds in respect of such equipment or inventory shall be paid to the Lender and applied in repayment of the Loans; provided that if no Event of Default or Default has occurred and is continuing, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNsuch proceeds shall be paid to the Borrower to repurchase replacements of such equipment or inventory.

Appears in 1 contract

Samples: Term Loan Agreement (Phoenix International Life Sciences Inc)

Maintenance of Property; Insurance. Each Obligor shall, and ---------------------------------- shall cause each other Credit Party to: (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, Keep all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted., and make necessary and proper repairs, renewals and replacements so that its business carried on in connection therewith may be properly conducted at all times unless such Credit Party determines in good faith that the continued maintenance of any such properties is no longer economically desirable and except for properties that may be the subject of sales and other dispositions permitted under Section ------- 10.11. ----- (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, Maintain with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedulesituated; and, upon request of Administrative Agent or any Lenderthe Agent, furnish to Administrative the Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by such Credit Party. In addition to, and without limiting the Loan Parties and foregoing, each of their respective SubsidiariesCredit Party will maintain customary insurance commercially reasonable in the industry on Inventory in international transit. Borrower Each Obligor shall cause each issuer of an insurance policy to provide Administrative the Agent with an endorsement (i) showing Administrative loss payable to the Agent as loss payee with respect to each policy of property or casualty insurance covering Collateral and naming Administrative the Agent for the benefit of the Lenders as an additional insured with respect to each policy of insurance for liability insurancefor personal injury and property damage, (ii) providing that 30 days' notice will be given to Administrative the Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative the Agent. Borrower shall, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, of each business interruption insurance policy maintained by any Loan Party. (c) UNLESS THE BORROWER PROVIDES ADMINISTRATIVE THE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE THE AGENT MAY PURCHASE INSURANCE AT THE BORROWER’S 'S EXPENSE TO PROTECT ADMINISTRATIVE THE AGENT’S 'S AND THE LENDERS' INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S OBLIGOR'S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE THE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN CREDIT PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER ANY OBLIGOR MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE THE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE THE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE SUCH OBLIGOR HAS OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE THE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER THE APPLICABLE OBLIGOR WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES APPLICABLE OBLIGOR MAY BE ABLE TO OBTAIN ON THEIR ITS OWN.

Appears in 1 contract

Samples: Credit Agreement (Oregon Steel Mills Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each Material Subsidiary of their respective Subsidiaries the Parent to keep, all property useful and necessary in the business of the Loan Parties Parent and each of their respective its Material Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each Subsidiary of their respective Subsidiaries the Parent to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedulesituated; and, upon request of the Administrative Agent or any Lender, furnish to the Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective SubsidiariesParties. Borrower The Parent shall cause each issuer of an insurance policy to provide the Administrative Agent with an endorsement (i) showing the Administrative Agent as loss payee with respect to each applicable policy of property or casualty insurance maintained by the Borrower or any of its Domestic Subsidiaries and naming the Administrative Agent and Lenders as an additional insured with respect to each policy of liability insurance, (ii) providing that at least 30 days’ notice will be given to the Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material adverse modification to such policy and (iii) reasonably acceptable in all other respects to the Administrative AgentAgent (provided, that neither the Administrative Agent nor any Lender shall have any liability for any inadequacy of coverages). Borrower shall, and The Parent shall cause each other Loan Party to, execute the execution and deliver delivery to the Administrative Agent of a collateral assignment, in form and substance satisfactory to the Administrative Agent, of each business interruption insurance policy maintained by any Loan Partythe Parent and its Domestic Subsidiaries. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Baldwin Technology Co Inc)

Maintenance of Property; Insurance. (a) Keep, and cause each other Loan Party and each of their respective Subsidiaries to keep, all property useful and necessary in the business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) Maintain, and cause each other Loan Party and each of their respective Subsidiaries to maintain, with responsible insurance companies, such insurance coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, business interruption insurance in an amount not less than as maintained on the Closing Date, but which shall insure against all risks and liabilities of the type identified on Schedule 9.16 and shall have insured amounts no less than, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent or any Lender, furnish to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy of liability insurance, (ii) providing that 30 days’ notice will be given to Administrative Agent prior to any cancellation of, material reduction or change in coverage provided by or other material modification to such policy and (iii) reasonably acceptable in all other respects to Administrative Agent. The Borrower shall, and shall cause each other Loan Party of its Subsidiaries to, execute keep all property material or necessary to its business in good working order and deliver condition (ordinary wear and tear excepted). (b) The Borrower shall, and shall cause each of its Subsidiaries to, maintain with financially sound and reputable insurance companies or associations insurance on such of its Table of Contents property in at least such amounts and against such risks as are usually insured against in the same general area by companies engaged in the same or a similar business; and furnish to Administrative Agent the Lenders, upon request, full information as to the insurance carried. In addition, the Borrower shall maintain, and shall cause its Subsidiaries to maintain with such insurance companies or associations, foreign credit insurance with regard to each of its foreign accounts receivable (excluding accounts receivable owed to the Borrower by a collateral assignmentQualified Foreign Account Debtor) which accounted for 5% or more of the accounts receivable of the Borrower and its Subsidiaries on a consolidated basis as of both of the most recently ended fiscal quarters of the Borrower, in form and substance satisfactory substance, and in amounts reasonably acceptable to, the Requisite Lenders, it being understood that Borrower shall obtain such insurance as soon as practicable following the end of such fiscal quarter but in any event within 30 days after the end of such fiscal quarter. All such policies of insurance shall (i) designate the Collateral Agent as an additional insured or loss payee, as appropriate, and (ii) provide that the insurance companies will give the Collateral Agent at least 30 days’ prior written notice before any such policy or policies of insurance shall be canceled. The Borrower shall deliver to Administrative Agentthe Collateral Agent insurance certificates certified by the Borrower’s insurance brokers, as to the existence and effectiveness of each business interruption policy of insurance policy maintained by and evidence of payment of all premiums then due and payable therefor. In addition, the Borrower shall notify the Lenders promptly of any Loan Partyoccurrence causing a material loss of any insured Property and the estimated (or actual, if available) amount of such loss. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENTEach policy for liability insurance shall provide for all losses to be paid on behalf of the Collateral Agent and the Borrower, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERALas their respective interests may appear, and each policy for property damage insurance shall, to the extent applicable to equipment and inventory, provide for all losses (except for losses of during the continuance of an Event of Default) to be paid directly to the Borrower. (d) Reimbursement under any liability insurance maintained by the Borrower or any Subsidiary pursuant to this Section 6.5 may be paid directly to the Person who shall have incurred liability covered by such insurance. THIS INSURANCE MAYIn the case of any loss involving damage to equipment or inventory as to which Section 6.5(e) below is not applicable, BUT NEED NOTthe Borrower will make or cause to be made the necessary repairs to or replacements of such equipment or inventory, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENTand any proceeds of insurance maintained by the Borrower pursuant to this Section 6.5 shall be paid by the Collateral Agent to the Borrower, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERALupon presentation of invoices and other evidence of obligations, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCEas reimbursement for the costs of such repairs or replacements. (e) Upon the actual or constructive total loss of any equipment or inventory during the continuance of an Event of Default, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWNall insurance proceeds in respect of such equipment or inventory shall be paid to the Collateral Agent and applied in the manner set forth in Section 2.4(c) above.

Appears in 1 contract

Samples: Revolving/Term Credit and Security Agreement (Seracare Life Sciences Inc)

Maintenance of Property; Insurance. (a) KeepThe Company will keep, and will cause each other Loan Party and each of their respective its Subsidiaries to keep, all property useful and necessary in the its business of the Loan Parties and each of their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted. (b) MaintainThe Company will maintain, and will cause each other Loan Party and each of their respective its Subsidiaries to maintain, with responsible (i) physical damage insurance companieson all real and personal property on an all risks basis (including the perils of flood and quake where reasonably required and available at a reasonable cost), covering the repair and replacement of all such insurance property and consequential loss coverage as may be required by any law or governmental regulation or court decree or order applicable to it and such other insurance, to such extent and against such hazards and liabilities, as is customarily maintained by companies similarly situated (including, without limitation, for business interruption insurance in an amount and extra expense, covering such risks, for amounts not less than those, and with deductible amounts not greater than those, set forth in Part I of Schedule 5.04, (ii) public liability insurance (including products/completed operations liability and professional injury liability coverage) covering such risks, for amounts not less than those, and with deductible amounts not greater than those, set forth in Part II of Schedule 5.04 and (iii) such other insurance coverage in such amounts and with respect to such risks as the Required Lenders may reasonably request. All such insurance shall be provided by insurers having an A.M. Best policyholders rating of not less than B+ or such other insurers as the Required Lenders may approve in writing. The Company and each of its Subsidiaries will cause each other Credit Party to comply with the insurance requirements specified in the Service Agreement to which such Credit Party is a party. (c) On or prior to the Closing Date, the Company shall cause the Agent to be named as an additional insured and loss payee on each insurance policy required to be maintained pursuant to this Section 5.04. The Company will deliver to the Lenders (i) on the Closing Date, but which shall insure a certificate from the Company's insurance broker dated such date showing the amount of coverage as of such date, and certifying that, in the opinion of such broker, such amounts are reasonable and customary for companies of established repute engaged in the same or a similar business, that such policies will include effective waivers (whether under the terms of any such policy or otherwise) by the insurer of all claims for insurance premiums against all risks loss payees and liabilities additional insureds and all rights of the type identified on Schedule 9.16 subrogation against all loss payees and shall have insured amounts no less thanadditional insureds, and deductibles no higher than, those set forth on such schedule; and, upon request of Administrative Agent that if all or any Lenderpart of such policy is canceled, furnish terminated or expires, the insurer will forthwith give notice thereof to Administrative Agent or such Lender original or electronic copies of policies evidencing such insurance, each additional insured and a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by the Loan Parties and each of their respective Subsidiaries. Borrower shall cause each issuer of an insurance policy to provide Administrative Agent with an endorsement (i) showing Administrative Agent as loss payee with respect to and that no cancellation, reduction in amount or material change in coverage thereof shall be effective until at least 30 days after receipt by each policy of property or casualty insurance and naming Administrative Agent as an additional insured with respect to each policy and loss payee of liability insurancewritten notice thereof, (ii) providing that 30 days’ upon the request of the Agent from time to time full information as to the insurance carried, (iii) within five days of receipt of notice will be given to Administrative Agent prior to from any cancellation ofinsurer, a copy of any notice of cancellation, nonrenewal or material reduction or change in coverage provided by or other material modification to such policy from that existing on the Closing Date and (iiiiv) reasonably acceptable in all other respects to Administrative Agent. Borrower shallforthwith, and shall cause each other Loan Party to, execute and deliver to Administrative Agent a collateral assignment, in form and substance satisfactory to Administrative Agent, notice of each business interruption insurance policy maintained any cancellation or nonrenewal of coverage by the Company or any Loan Partyof its Subsidiaries. (c) UNLESS BORROWER PROVIDES ADMINISTRATIVE AGENT WITH EVIDENCE OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, ADMINISTRATIVE AGENT MAY PURCHASE INSURANCE AT BORROWER’S EXPENSE TO PROTECT ADMINISTRATIVE AGENT’S AND THE LENDERS’ INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT NEED NOT, PROTECT ANY LOAN PARTY’S INTERESTS. THE COVERAGE THAT ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY LOAN PARTY IN CONNECTION WITH THE COLLATERAL. BORROWER MAY LATER CANCEL ANY INSURANCE PURCHASED BY ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING ADMINISTRATIVE AGENT WITH EVIDENCE THAT LOAN PARTIES HAVE OBTAINED INSURANCE AS REQUIRED BY THIS AGREEMENT. IF ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, BORROWER WILL BE RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF THE INSURANCE MAY BE ADDED TO THE PRINCIPAL AMOUNT OF THE LOANS OWING HEREUNDER. THE COSTS OF THE INSURANCE MAY BE MORE THAN THE COST OF THE INSURANCE THE LOAN PARTIES MAY BE ABLE TO OBTAIN ON THEIR OWN.

Appears in 1 contract

Samples: Credit Agreement (Promedco Management Co)

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