Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent. (c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower 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 (Radio One, Inc.)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all such property in at least such amounts and against all at least 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 same general areas in which the Borrower and or any of its Restricted SubsidiariesSubsidiaries operates, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefortogether with each set of financial statements delivered pursuant to Section 8.01(c), full information as to the insurance carried. Such At any time that insurance at or above the levels described on Schedule IX is not being maintained by the Borrower or any Subsidiary of the Borrower, the Borrower will, or will cause one of its Subsidiaries to, promptly notify the Administrative Agent in writing and, if thereafter reasonably requested by any Agent or the Required Lenders to do so, the Borrower or any such Subsidiary, as the case may be, shall include physical damage obtain such insurance on all real at such levels and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insurancecoverage which are at least as great as those described in Schedule IX to the extent such insurance is reasonably available at a reasonable expense.
(b) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming name the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral AgentAgent (or at least 10 days in the case of nonpayment of premium), and (iii) shall be deposited provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral AgentAgent and the Secured Creditors and (iv) shall contain the standard non-contributing mortgage clause endorsement in favor of the Collateral Agent with respect to hazard liability insurance, (v) shall, except in the case of public liability insurance, 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 proceeding relating to the insured properties or (D) any change in the title to or ownership or possession of the insured properties.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Holdings and the Borrower will, and will cause each of its Restricted their Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the and useful in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain insurance on its property with financially sound reputable and reputable solvent insurance companies insurance on all in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, at all times keep its their respective property in which a Lien has been granted to the Collateral Agent insured in favor of the Collateral Agent, and all policies (including the Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by Holdings, the Borrower and/or or any such Restricted SubsidiariesSubsidiary) (i) shall be endorsed to the Collateral Agent’s 's reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or (with respect to Collateral) or, to the extent permitted by applicable law, as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled without 30 days’ ' prior written notice thereof (or, or 10 days' prior written notice in the event case of cancellation for nonpayment the non-payment of premium, ten (10premiums) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Agent and (iii) shall be deposited with the Collateral Agent. Notwithstanding the foregoing, if the Collateral Agent receives insurance proceeds which are not required to be applied to repay the Term Loans pursuant to Section 4.02(h), such proceeds shall be distributed to Holdings or its applicable Subsidiary, as the case may be.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.037.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) ), upon five Business Days’ prior written notice to Holdings and the Borrower, to procure such insurance insurance, and Holdings and the Borrower agrees agree to reimburse the Administrative Agent or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, Keep all property useful and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to in the business of the Borrower Holdings and its Restricted Subsidiaries Subsidiaries, taken as a whole, in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) ; maintain with financially sound and reputable insurance companies insurance on all property material to the business of Holdings and its Subsidiaries, taken as a whole, in at least such property amounts and against all at least such risks (but including in any event public liability, product liability and business interruption) as is consistent and are usually insured against in accordance with industry practice for the same general area by companies similarly situated owning of similar properties and size engaged in the same or a similar businesses as the Borrower and its Restricted Subsidiaries, and (iii) business; furnish to the U.S. Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information in reasonable detail as to the insurance carried. Such ; and ensure that at all times the U.S. Administrative Agent and/or the Canadian Administrative Agent, as applicable, shall be named as additional insureds with respect to liability policies and the U.S. Collateral Agent and/or the Canadian U.S. Collateral Agent, as applicable, shall be named as loss payee with respect to the casualty insurance maintained by each Borrower and Subsidiary Guarantor; provided that, unless an Event of Default or a Dominion Event shall include physical damage have occurred and be continuing, (i) each Collateral Agent shall turn over to the Parent Borrower any amounts received by it as loss payee under any casualty insurance on all real maintained by Holdings or its Subsidiaries, the disposition of such amounts to be subject to the provisions of subsection 4.4(b) and personal property (whether now owned ii) the Parent Borrower and/or the applicable Subsidiary Guarantor shall have the sole right to adjust or hereafter acquired) on an all risk basis and business interruption settle any claims under such insurance.
(b) With respect to each property of the Parent Borrower and its Subsidiaries 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, the Parent Borrower shall maintain or cause to be maintained, flood insurance to the extent required by law.
(ii) The Parent Borrower will, and will cause each of its Restricted applicable Subsidiaries to, at promptly shall comply with and conform to (i) all times keep its provisions of each insurance policy relating to each such property insured in favor and (ii) all requirements of the Collateral Agentinsurers applicable to such party or to such property or to the use, and all policies manner of use, occupancy, possession, operation, maintenance, alteration or certificates (repair of such property, except for such non-compliance or certified copies thereof) non-conformity as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Parent Borrower shall not use or permit the use of such property in any manner which would reasonably be expected to result in the cancellation of any insurance policy relating to such property or would reasonably be expected to void coverage required to be maintained with respect to such insurance property pursuant to clause (and a) of this subsection 7.5.
(iii) If the Parent Borrower is in default of its obligations to insure or deliver any other insurance maintained by such prepaid policy or policies, the Borrower and/or such Restricted Subsidiaries) (i) shall result of which could reasonably be endorsed expected to have a Material Adverse Effect, then the Collateral U.S. Administrative Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, its option upon ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Parent Borrower, to procure may effect such insurance from year to year at rates substantially similar to the rate at which the Parent Borrower or any Subsidiary had insured such property, and pay the premium or premiums therefore, and the Parent Borrower agrees shall pay to reimburse the U.S. Administrative Agent for all reasonable out-of-pocket costs on demand such premium or premiums so paid by the U.S. 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 expenses of procuring such insurancethe reasonably estimated cost thereof would exceed $2,000,000, the Parent Borrower shall give prompt notice thereof to the U.S. Administrative Agent. All insurance proceeds paid or payable in connection with any damage or casualty to any property shall be applied in the manner specified in subsection 7.5(a).
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. 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. 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) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted SubsidiariesSubsidiaries to the extent reasonably requested by the Collateral Agent) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the other Secured Creditors, and (iv) in the case of such certificates (or, if requested by the Administrative Agent, such policies), shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies (if so requested by the Administrative Agent) or certificates with respect thereto, the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower 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 (RCN Corp /De/)
Maintenance of Property; Insurance. (a) The Borrower Borrowers will, and will cause each of its the Restricted Subsidiaries to, (i) except as would not, either individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect, keep all material tangible property (other than intellectual property) necessary to the business of the Lead Borrower and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of tear, casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all such property and against all such risks as is is, in the good faith determination of Lead Borrower, consistent and in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as the Lead Borrower and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full all information reasonably requested as to the insurance carried. Such insurance The provisions of this Section 9.03 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 be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) [Reserved].
(c) The Borrower Borrowers will, and will cause each of its the Restricted Subsidiaries to, at all times keep its property constituting Collateral insured in favor of the Collateral Agent, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall shall, at all times after the time required by Section 9.13, be endorsed in a customary manner to the Collateral Agent’s reasonable satisfaction Agent for the benefit of the Collateral Agent Secured Creditors (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), ) and (ii) if agreed by the insurer (which agreement the Borrowers shall use commercially reasonable efforts to obtain), shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ prior written notice thereof (or, in the event with respect to non-payment of cancellation for nonpayment of premiumpremiums, ten (10) 10 days’) ’ prior written notice of the cancellation thereof notice) by the respective insurer to the Collateral Agent; provided, that the requirements of this Section 9.03(c) shall not apply to (x) insurance policies covering (1) directors and officers, fiduciary or other professional liability, (2) employment practices liability, (3) workers’ compensation liability, (4) automobile and aviation liability, (5) health, medical, dental and life insurance, and (iii6) shall be deposited with such other insurance policies and programs as to which a secured lender is not customarily granted an insurable interest therein as the Collateral AgentAgent may approve; and (y) self-insurance programs.
(cd) If the Borrower Borrowers or any of its the Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower Borrowers or any of its the Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, after any applicable grace period, the Administrative Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance so long as the Collateral Agent provides written notice to Lead Borrower of its election to procure such insurance prior thereto, and the Borrower agrees Credit Parties jointly and severally agree to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Revolving Credit Agreement (Interior Logic Group Holdings, LLC)
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Holdings and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. 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) The Borrower Holdings will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower Holdings and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation 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 other Secured Creditors, and (iiiiv) shall be deposited with the Collateral Agent.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower Holdings or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower Holdings agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, to (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain maintain, with financially sound and reputable insurance companies companies, insurance on all its property (including all property acquired pursuant to the Acquisition but excluding property insurance on motor vehicles at any time owned by the Borrower and its Subsidiaries) in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such In addition to the requirements of the immediately preceding sentence, the Borrower 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 at least as great as the respective amount described opposite the respective type of insurance on Schedule VII under the column headed "Minimum Amount Required to Be Maintained". Subject to the exclusion for motor vehicles described above, such insurance shall include physical damage insurance on all real and personal property (whether now owned or hereafter acquired) on an all risk basis basis, covering the full repair and replacement costs of all such property and business interruption insurance for the actual loss sustained. 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) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep the respective property of the Borrower and its property Subsidiaries insured in favor of the Collateral Agent, and all policies (including Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by by, or on behalf of, the Borrower and/or such Restricted Subsidiariesor any Subsidiary of the Borrower) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as mortgagee/secured party and loss payee and/or in respect of casualty loss policies and naming the Collateral Agent, the Agent and each Bank as an additional insured, as applicableinsured with respect to all liability policies), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be cancelled or materially changed without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Agent and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and name the Collateral Agent, the Agent and/or each Bank as an additional insured, mortgagee or loss payee, as the case may be, or so deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance insurance, and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower willshall, and will shall cause each of its Restricted Subsidiaries to, (i) keep all property material property (other than intellectual property) or necessary to the its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence casualty excepted).
(b) The Borrower shall, and shall cause each of casualty and condemnation eventsits Subsidiaries to, (ii) maintain with financially sound and reputable insurance companies or associations insurance on all such of its property in at least such amounts and against all such risks as is consistent and are usually insured against in accordance with industry practice for the same general area by companies similarly situated owning similar properties and engaged in the same or a similar businesses as the Borrower business; and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforrequest, full information as to the insurance carried. Such The Borrower shall also maintain keyman life insurance on the life of Xxxxxx Xxxxxx-Xxxxxx, in the amount of at least $3,000,000, and shall at all times cause the Agent to be the assignee of, beneficiary of or additional insured under, such insurance pursuant to such assignment agreements and related documentation as the Agent shall request; provided that, notwithstanding any term contained in any such agreement or related documentation or herein to the contrary, the proceeds of such insurance may be retained by the Borrower and used for working capital (but not applied as a Restricted Payment). All such policies of insurance shall include physical damage (i) designate the Agent, on behalf of the Lenders, as additional insured or loss payee, as appropriate, and (ii) provide that the insurance on companies will give the Agent at least 30 days’ prior written notice before any such policy or policies of insurance shall be materially altered or canceled. The Borrower shall deliver to the Agent insurance certificates certified by the Borrower’s insurance brokers, as to the existence and effectiveness of each policy of insurance and evidence of payment of all real premiums then due and personal property 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 (whether now owned or hereafter acquiredactual, if available) on an all risk basis and business interruption insuranceamount of such loss.
(bc) The Borrower willEach policy for liability insurance shall provide for all losses to be paid on behalf of the Agent and the Borrower, as their respective interests may appear, and will cause each policy for property damage insurance shall, to the extent applicable to equipment and inventory, provide for all losses (except for losses of its Restricted Subsidiaries to, at all times keep its property insured in favor of less than $200,000 per occurrence) to be paid directly to the Collateral Agent, and all policies or certificates .
(or certified copies thereofd) with respect to such insurance (and Reimbursement under any other liability insurance maintained by the Borrower and/or or any Subsidiary pursuant to this Section 5.5 may be paid directly to the Person who shall have incurred liability covered by such Restricted Subsidiariesinsurance. In the case of any loss involving damage to equipment or inventory as to which Section 5.5(e) (i) is not applicable, the Borrower will make or cause to be made the necessary repairs to or replacements of such equipment or inventory, and any proceeds of insurance maintained by the Borrower pursuant to this Section 5.5 shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof paid by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, upon presentation of invoices and other evidence of obligations, as reimbursement for the costs of such repairs or replacements.
(e) Upon the actual or constructive total loss (in excess of $200,000 per occurrence) of any equipment or inventory during the continuance of a Default, all insurance proceeds in respect of such equipment or inventory shall be paid to procure such insurance the Agent and applied in the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurancemanner set forth in Section 2.5(d).
Appears in 1 contract
Samples: Credit Agreement (Physicians Formula Holdings, Inc.)
Maintenance of Property; Insurance. (a) The Borrower will, Keep all property useful in and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the its business of the Borrower and its Restricted Subsidiaries in good working order and condition; and shall keep their property continuously insured with Required Property Insurance Coverage and maintain Required Public Liability Insurance Coverage. All insurance shall be obtained and maintained either by means of policies with generally recognized, ordinary wear responsible insurance companies qualified to do business in the jurisdiction where such property is located or pursuant to other arrangements satisfactory to the Agent. The insurance to be provided may be by blanket policy. The Banks shall be named as additional insureds, loss payees and tear excepted mortgagees on each policy of insurance to the extent of its interest in the Collateral, and each policy of insurance shall be written so as not to be subject to the occurrence of casualty and condemnation events, cancellation or substantial modification upon less than thirty (ii30) 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior days advance written notice to the BorrowerAgent. The Borrowers shall deposit with the Agent certificates or other evidence satisfactory to it that (i) the insurance required hereby has been obtained and is in full force and effect, and (ii) all premiums thereon have been paid in full. Prior to the expiration of any such insurance, the Borrowers shall furnish the Agent with evidence satisfactory to it that such insurance has been renewed or replaced and that all premiums thereon have been paid in full. All policies providing the Required Property Insurance Coverage shall contain standard loss payable clauses requiring all proceeds resulting from any claim from loss or damage in excess of $500,000.00 with respect to the Collateral to be paid to the Agent and shall be paid and applied as set forth in the Security Agreement. Any proceeds of policies providing Required Public Liability Insurance Coverage shall be applied toward the extinguishment or satisfaction of the liability with respect to which such insurance proceeds have been paid. In the event the Borrowers fail to provide, maintain, keep in force and deliver and furnish to the Agent, the policies of insurance required by this Section 7.1 (j), the Agent and/or the Banks may procure such insurance or single-interest insurance for such risk covering the Banks' interest and the Borrower agrees to reimburse Borrowers will pay all premiums thereon promptly upon demand by the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insuranceAgent, together with interest thereon at the rate then in effect under the Notes.
Appears in 1 contract
Samples: Revolving Credit Loan Agreement (Rocky Shoes & Boots Inc)
Maintenance of Property; Insurance. (a) The Borrower Holding will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holding and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all such property in at least such amounts and against all at least 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 same general areas in which Holding or any of its Restricted SubsidiariesSubsidiaries operates, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefortogether with each set of financial statements delivered pursuant to Section 8.01(c), full information as to the insurance carried. Such At any time that insurance at or above the levels described on Schedule VII is not being maintained by Holding or any Subsidiary of Holding, Holding will, or will cause one of its Subsidiaries to, promptly notify the Administrative Agent in writing and, if thereafter reasonably requested by the Administrative Agent or the Required Lenders to do so, Holding or any such Subsidiary, as the case may be, shall include physical damage obtain such insurance on all real at such levels and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insurancecoverage which are at least as great as those described in Schedule VII to the extent such insurance is available at commercially reasonable rates.
(b) The Borrower Holding will, and will cause each of its Restricted 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 such insurance (and any other property or casualty insurance maintained by the Borrower Holding and/or such Restricted Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ ' prior written notice thereof (or, or 10 days' prior written notice thereof in the event case of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation 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 other Secured Creditors, and (iiiiv) shall be deposited with the Collateral Agent.
(c) If the Borrower Holding or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.03, or if the Borrower Holding or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and Holding and the Borrower agrees agree 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 (Hydrochem Industrial Services Inc)
Maintenance of Property; Insurance. (a) The Borrower willCompany shall keep, and will shall cause each of its Restricted Subsidiaries toto keep, (i) keep all material property (other than intellectual property) useful and necessary to the business of the Borrower and in its Restricted Subsidiaries businesses in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of tear, casualty and condemnation events, (iiexcepted) maintain and not commit or suffer any material waste 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 respect to any of its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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 insurancematerial properties.
(b) The Borrower willCompany shall maintain, and will shall cause each of its Restricted Subsidiaries toto maintain, at all times keep its public liability insurance, third party property insured in favor of damage and replacement cost insurance on the Collateral Agentunder such policies of insurance, and the Company and each such Subsidiary agrees to maintain insurance on their material assets in such amounts and covering such risks as is customary for similarly situated corporations. Such insurance may include levels of self insurance comparable to those in place on the date of this Agreement or as shall be customary for corporations similarly situated in the industry. All policies covering the Collateral are to name the Holders as additional insureds and loss payees in case of loss, as the Holders' interests may appear, and are to contain such other provisions as the Holders may reasonably require to fully protect the Holders' interest in the Collateral and to any payments to be made under such policies. Certificates of all insurance policies are to be delivered to the Holders (with true copies of such policies to be made available to the Holders) on or certificates within five (or certified copies thereof5) Business Days prior to the Closing, and such policies shall have all premiums with respect to such insurance (thereto currently paid and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as contain loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, payable endorsements in the event of cancellation Holders' favor, and shall provide for nonpayment of premium, not less than ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ ' prior written notice to the BorrowerHolders, of the exercise of any right of cancellation. In the event the Company or any of its Subsidiaries fails to respond in a timely and appropriate manner (as determined by the Holders in the Holders' reasonable discretion) with respect to collecting under any insurance policies required to be maintained under this Section 8.4, the Holders shall have the right, in the name of the Company or any such Subsidiary, to procure file claims under such insurance policies, to receive and give acquaintance for any payments that may be payable thereunder, and to execute any and all endorsements, receipts, releases, assignments, reassignments or other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such insurance policies. The Company and each of its Subsidiaries shall provide written notice to the Holders of the occurrence of any of the following events within five (5) Business Days after the occurrence of any such event: any material asset or property owned or used by the Company or any such Subsidiary (i) is damaged or destroyed, or suffers any other loss, or (ii) is, or the Company or any of its Subsidiaries receives notice of the institution of any proceeding pursuant to which any such asset or property could reasonably be expected to be, condemned, confiscated or otherwise taken, in whole or in part, or the use thereof is otherwise diminished so as to render impracticable or unreasonable the use of such asset or property for the purposes to which such asset or property were used immediately prior to such condemnation, confiscation or taking, by exercise of the powers of condemnation or eminent domain or otherwise, and in either case the amount of the damage, destruction, loss or diminution in value is in excess of $250,000 (collectively, a "Casualty Loss"). The Company and each of its Subsidiaries shall diligently file and prosecute its claim or claims for any award or payment in connection with a Casualty Loss. In the event of a Casualty Loss with respect to any of the Collateral, if directed by the Collateral Agent, the Company and each of its Subsidiaries shall pay to the Collateral Agent for payment to the Holders in accordance with the Collateral Documents, promptly upon receipt thereof, any and all insurance proceeds and payments received by the Company or such Subsidiary on account of damage, destruction, loss, condemnation or eminent domain proceedings (excluding, however, business interruption insurance and the Borrower agrees proceeds thereof). So long as no Default or Event of Default shall have occurred and be continuing, the Company and each of its Subsidiaries may use such proceeds and payments to reimburse repair, replace or rebuild the Administrative Agent for all reasonable out-of-pocket costs asset or property or portion thereof that was the subject of the Casualty Loss. After the occurrence and expenses during the continuance of procuring any Default or Event of Default the Holders may, at the Holders' election in the Holders' sole discretion either (a) apply ratably the proceeds realized from Casualty Losses to payment of accrued and unpaid interest or outstanding principal under the Notes or (b) direct the insurance company to pay such insuranceproceeds to the Holders to be used to repair, replace or rebuild the asset or property or portion thereof that was the subject of the Casualty Loss. After the occurrence and during the continuance of an Event of Default, (i) no settlement on account of any such Casualty Loss shall be made without the Holders' written consent and (ii) the Holders may participate in any such proceedings and the Company and each of its Subsidiaries shall deliver to the Holders such documents as may be requested by the Holders to permit such participation and shall consult with the Holders, the Holders' attorneys and agents in the making and prosecution of such claim or claims.
Appears in 1 contract
Samples: Senior Secured Notes Agreement (Pacific Aerospace & Electronics Inc)
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep keep, in all material respects, all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable third party insurance companies insurance (except to the extent of any self-insurance reasonable and customary for similarly situated Persons engaged in the same or similar businesses as Holdings and its Subsidiaries) 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 Holdings and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its written request therefor, full information as to the insurance carried. Such insurance The provisions of this Section 9.03 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 be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, at all times keep its property constituting Collateral insured in favor of the Collateral AgentAgent as loss payee and/or additional insured, as applicable, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower Holdings and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Agent (unless it is such insurer’s policy not to provide such a statement) and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower Holdings or any of its Restricted 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) upon five Business Days’ prior ), on or after the date that is 20 days after Holdings or the Borrower has received written notice from the Administrative Agent of its intention to the Borrowerdo so, to procure such insurance and the Borrower 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 (Town Sports International Holdings Inc)
Maintenance of Property; Insurance. (a) The Schedule II sets forth a true and complete listing of all insurance maintained by the Borrower, Holdings and each of their respective Subsidiaries as of the Effective Date. Each of the Borrower and Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) useful and necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiariesare described on Schedule II, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such insurance The provisions of this Section 8.03 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 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) The Each of the Borrower willand Holdings will at all times keep, and will cause each of its Restricted Subsidiaries toto keep, at all times keep its property insured in favor of the Collateral Agent, and all policies (including mortgage policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted SubsidiariesBorrower, Holdings or their respective Subsidiaries (other than employee benefit insurance)) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or and naming the Collateral Agent, the Administrative Agent and each Bank as an additional insured, as applicable)) with respect to Collateral, (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled or revised without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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, (iv) shall contain the standard noncontributory mortgagee clause endorsement in 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, Holdings or any of their respective 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 (iiivi) shall be deposited with the Collateral Agent.
(c) . If the Borrower Borrower, Holdings or any of its Restricted their respective Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower Borrower, Holdings or any of its Restricted their respective Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and each of the Borrower agrees and Holdings agrees, to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Ubiquitel Inc)
Maintenance of Property; Insurance. (a) Schedule 8.03 sets forth a true and complete listing of all insurance maintained by the Borrower and its Subsidiaries as of the Amendment Effective Date. The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its 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 insurance maintained by the Borrower and/or such Restricted or any of its Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation 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 favor of the 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 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 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 and (iiivi) shall be deposited with the Collateral AgentAgent if such coverage is available at commercially reasonable rates.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agents and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent Agents or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual propertyincluding, but not limited to, equipment) necessary to the used in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary normal wear and tear excepted and damage by casualty excepted, and subject to the occurrence of casualty and condemnation eventsSection 8.4(b), (ii) maintain insurance with respect to its properties and business against loss or damage of the kinds customarily insured against by Persons engaged in the same or similar business, of such types and in such amounts 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 program (not to exceed that which is customary in the case of companies insurance on all such property and against all such risks as is consistent and engaged in the same or similar business or having similar properties similarly situated) may be effected through self-insurance, provided adequate reserves therefor, in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as the Borrower and its Restricted SubsidiariesGAAP, are maintained, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforon the Closing Date and on each anniversary thereof, full information certificates of insurance as to the insurance carried. Such All 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) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (iA) shall be endorsed to the Collateral Agent’s 's reasonable satisfaction for the benefit of the Collateral Agent and Lenders (including, without limitation, by naming the Collateral Agent as loss payee and/or or additional insured, as applicableappropriate), ; and (iiB) shall state that the insurers under such insurance policies policy shall endeavor not be cancelled or revised without thirty days' prior to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower . At any time that insurance at levels described in Schedule 7.8 is not being maintained by Holdings or any of its Restricted Subsidiaries Subsidiaries, Borrowers will notify the Lenders in writing within five Business Days thereof and, if thereafter notified by Agent or the Required Lenders to do so, Borrowers or any such Subsidiary, as the case may be, shall fail obtain insurance at such levels at least equal to maintain insurance in accordance with those set forth on Schedule 7.8. The provisions of this Section 8.037.8 shall be deemed to be supplemental to, or if but not duplicative of, the Borrower or provisions of any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent shall have Security Documents that require the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses maintenance of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Natg Holdings LLC)
Maintenance of Property; Insurance. (a) The Borrower willParent shall, and will shall cause each of its Restricted Subsidiaries Subsidiary to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Parent and its the Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of loss or damage by casualty and or condemnation 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 Restricted Subsidiariesexcepted), and (iiiii) furnish to the Administrative Agent and Agent, at the written request of the Administrative Agent, copies of the insurance carried on the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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 insuranceVessels.
(b) The Borrower willParent shall, and will shall cause each Restricted Subsidiary to:
(i) insure and keep each Collateral Vessel insured or cause or procure each Collateral Vessel to be insured and to be kept insured at no expense to the Administrative Agent or the Collateral Agent in regard to (collectively, the "Insurances"):
(1) hull and machinery (including increased value insurance and freight interest insurances, if any);
(2) war risks (including common conditions and exclusions);
(3) protection and indemnity risks (including vessel pollution risks);
(4) mortgagee's interest risks (including additional perils pollution);
(5) loss of its hire, to the extent reasonably deemed prudent by Parent in light of the cost of obtaining such insurance; and
(6) such other insurances as a prudent owner of similar vessels of the same age and type would obtain or would legally be required to obtain when operating in the same trade and geographic area as such Collateral Vessel, as well as any insurances required to meet the requirements of the jurisdiction where such Collateral Vessel is employed; provided that neither the Parent nor any of the Restricted Subsidiaries toshall be required to procure or maintain any insurance otherwise required to be procured or maintained under this clause (i), if such insurance is not commercially available in the commercial insurance market; provided further that the Insurances referred to in Section 7.01(b)(i)(a) shall not be required to exceed, in the aggregate for all Collateral Vessels, 125% of the outstanding amount of the Loans (i.e., the Insurances referred to in Section 7.01(b)(i)(a) for any Collateral Vessel shall not be required to exceed an amount that is equal to the quotient of (x) 125% of the outstanding amount of the Facility, divided by (y) the number of Collateral Vessels that are subject to a Ship Mortgage at all times keep its property insured the time of determination); provided further that the Insurances referred to in favor Section 7.01(b)(i)(c) shall not be required to exceed $500,000,000; provided further that the Insurances referred to in Sections 7.01(b)(i) shall be maintained in a manner consistent with the applicable Insurances in place on the Restructuring Effective Date and consistent with insurance obtained by similarly situated vessel owners engaged in the same or similar business;
(ii) effect the Insurances or cause or procure the same to be effected:
(1) in such amounts and upon such terms and with such deductibles as ship-owners engaged in the same or similar business and similarly situated would deem commercially prudent under the circumstances; and
(2) through the owner's approved broker (the "Owner's Insurance Broker") and reputable independent insurance companies and/or underwriters (including mutual insurance schemes and /or captive insurance schemes) in Europe, North America, the Far East and other established insurance markets except that the insurances against protection and indemnity risks may be effected by the entry of the Collateral AgentVessels with protection and indemnity associations which are members of the International Group of Protection & Indemnity Clubs (the "IGP&I") or, if the IGP&I has disbanded and there is no successor or replacement body of associations, other leading protection and indemnity associations and the insurances against war risks may be effected by the entry of the Collateral Vessel with leading war risks associations (hereinafter called the "Insurers");
(iii) renew or replace all such Insurances or cause or procure the same to be renewed or replaced before the relevant policies or certificates (contracts expire and to procure that the Owner's Insurance Broker and/or the relevant protection and indemnity association or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) war risks association shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit promptly upon request of the Collateral Agent (includingacting at the direction of the Required Lenders) confirm in writing as and when each such renewal or replacement is effected;
(iv) duly and punctually pay, without limitationor cause duly and punctually to be paid, all premiums, calls, contributions or other sums payable in respect of all such Insurances, to produce or to cause to be produced all relevant receipts when so required by the Collateral Agent and duly and punctually to perform and observe or to cause duly and punctually to be performed and observed any other obligations and conditions under all such Insurances;
(v) procure that all policies, binders, cover notes or other instruments of the Insurances referred to in Sections 7.01(b)(i)(a), (b) and (e) above shall be taken out in the name of any Borrower, any Guarantor or a Restricted Subsidiary and shall incorporate a loss payable clause naming the Collateral Agent as loss payee and/or additional insuredprepared in compliance with the terms of the Insurance Assignment;
(vi) procure that upon the request of the Collateral Agent (acting at the direction of the Required Lenders), copies of all original such instruments of Insurances shall be from time to time delivered to the Collateral Agent after receipt by the Parent or a Restricted Subsidiary thereof and procure that the Collateral Agent receives letters of undertaking and, to the extent applicable, fleet premium lien waivers, with respect to the Insurances in a form consistent with those issued in the insurance market at the time, unless equivalent protection is afforded by the terms of the relevant Insurances;
(vii) not employ any Collateral Vessel or suffer any Collateral Vessel to be employed otherwise than in conformity with the terms of all policies, bindings, cover notes or other instruments of the Insurances (including any warranties express or implied therein) without first obtaining the written consent of the Insurers to such employment (if required by such Insurers) and complying with such requirements as to extra premiums or otherwise as the Insurers may prescribe;
(viii) cause any proceeds in respect of the Insurances referred to in Section 7.01(b)(i) (except clause (d) and, if an Event of Default has occurred and is continuing, clause (c) and, as applicable), (iif) shall state that the insurers under of such insurance policies shall endeavor paragraph) to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer be paid to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the any Borrower or any Guarantor that then owns the Collateral Vessel (subject to provisions as to named insureds, additional insureds and loss payees in favor of its Restricted Subsidiaries shall fail to maintain insurance in accordance with the Collateral Agent as required by this Section 8.037.01 (b)); and
(ix) do all reasonable things necessary, or if proper and, upon the Borrower or any request of its Restricted Subsidiaries shall fail to so endorse the Collateral Agent (based on the advice of counsel), desirable, and deposit execute and deliver all policies or certificates with respect thereto, the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrowerdocuments and instruments, to procure such insurance and enable the Borrower agrees Collateral Agent to reimburse collect or recover any moneys to become due in respect of the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insuranceInsurances.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsobsolescence excepted, (ii) maintain with financially sound and reputable insurance companies insurance on all such property in at least such amounts and against all at least 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 same general areas in which the Borrower and or any of its Restricted SubsidiariesSubsidiaries operates, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefortogether with each set of financial statements delivered pursuant to Section 9.01(c), full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted Subsidiaries the Subsidiary Guarantors 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted SubsidiariesSubsidiary Guarantors) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 other Secured Creditors, (iv) shall contain the standard non-contributing mortgage clause endorsement in favor of the Collateral Agent with respect to hazard liability insurance, (v) shall, except in the case of public liability insurance, provide that any losses shall be payable notwithstanding (A) any foreclosure or other proceeding relating to the insured properties or (B) any change in the title to or ownership or possession of the insured properties and (iiivi) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.039.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower 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 (Infousa Inc)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries Subsidi-aries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (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 situ-ated owning similar properties and engaged in similar businesses as the Borrower and its Restricted SubsidiariesSubsidi-aries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such insurance shall include physical damage insurance on all real and personal property (whether now owned or hereafter here-after acquired) on an all risk basis and business interruption insurance. The provisions of this Sec-tion 8.03 shall be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted SubsidiariesSubsidiaries to the extent reasonably requested by the Collateral Agent) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the other Secured Creditors, and (iv) in the case of such certificates (or, if requested by the Administrative Agent, such policies), shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies (if so requested by the Administrative Agent) or certificates with respect thereto, the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower 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 (RCN Corp /De/)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the properties and equipment used in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of loss or damage by casualty and or condemnation eventsexcepted), (ii) maintain in full force and effect insurance with financially sound reputable and reputable solvent insurance companies insurance carriers on all its property in at least such property and amounts, against all at least such risks and with such deductibles or self-insured retentions 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Lender, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its their respective property insured in favor of the Collateral Agent, and all policies (including the Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted or any of its Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (includingas certificate holder, without limitation, by naming the Collateral Agent as mortgagee and loss payee and/or with respect to Real Property, certificate holder and loss payee with respect to personal property and additional insured, as applicableinsured with respect to general liability and umbrella liability coverage), and (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled or materially revised without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and Agent (iii) shall be deposited with or such shorter period as agreed to by the Collateral Agent).
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.039.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all such property in at least such amounts and against all at least 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 same general areas in which Holdings or any of its Subsidiaries operates, PROVIDED that Holdings and its Restricted SubsidiariesSubsidiaries may implement programs of self insurance (other than with respect to casualty insurance) in the ordinary course of business and in accordance with the industry standards for similarly situated companies so long as reserves are maintained in accordance with generally accepted accounting principles for the liabilities associated therewith, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries (other than Elgar FSC so long as Elgar FSC is not a Subsidiary Guarantor) 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 such insurance (and any other insurance maintained by the Borrower Holdings and/or such Restricted Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming name the Collateral Agent as loss payee and/or as to casualty insurance and as an additional insured, as applicable)insured in the case of casualty and liability insurance, (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be cancelled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral AgentAgent (or such shorter period of time as a particular insurance company policy generally provides), (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-contributing mortgage clause endorsement in favor of the Collateral Agent with respect to hazard or liability insurance, (v) shall, except in the case of public liability insurance, provide that any losses shall be payable notwithstanding any neglect act of Holdings or any of its Subsidiaries and (iiivi) shall be deposited with the Collateral Agent.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse name and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) ), upon five Business Days’ 10 days prior written notice to the BorrowerBorrower (although no such notice shall be required to the extent same is not permitted to be given under applicable law), to procure such insurance and Holdings and the Borrower agrees agree to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Power Ten)
Maintenance of Property; Insurance. (a) The Schedule 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 of its Restricted their respective Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such In addition to the requirements of the immediately preceding sentence, Holdings and the Borrower will at all times cause insurance shall include physical damage 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 all real Schedule 8.03 in footnotes (1) and personal property (whether now owned or hereafter acquired2) on an all risk basis and business interruption insurancethereof.
(b) The Holdings and the Borrower will, and will cause each of its Restricted their respective Subsidiaries to, at all times keep its 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 insurance maintained by Holdings, the Borrower and/or such Restricted or any of their respective Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 be payable notwithstanding (A) any act or neglect of Holdings, the Borrower or any of their respective 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 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 and (iiivi) shall be deposited with the Collateral AgentAgent if such coverage is available at commercially reasonable rates.
(c) If Holdings, the Borrower or any of its Restricted their respective Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if Holdings, the Borrower Bor- rower or any of its Restricted their respective Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agents and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent Agents or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, Keep all property useful and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to in the business of the Borrower Holdings and its Restricted Subsidiaries Subsidiaries, taken as a whole, in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) ; maintain with financially sound and reputable insurance companies insurance on all property material to the business of Holdings and its Subsidiaries, taken as a whole, in at least such property amounts and against all at least such risks (but including in any event public liability, product liability and business interruption) as is consistent and are usually insured against in accordance with industry practice for the same general area by companies similarly situated owning of similar properties and size engaged in the same or a similar businesses as the Borrower and its Restricted Subsidiaries, and (iii) business; furnish to the U.S. Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information in reasonable detail as to the insurance carried. Such ; and ensure that at all times the U.S. Administrative Agent and/or the Canadian Administrative Agent, as applicable, shall be named as additional insureds with respect to liability policies and the U.S. Collateral Agent and/or the Canadian U.S. Collateral Agent, as applicable, shall be named as loss payee with respect to the casualty insurance maintained by each Borrower and Subsidiary Guarantor; provided that, unless an Event of Default or a Dominion Event shall include physical damage have occurred and be continuing, (i) each Collateral Agent shall turn over to the Parent Borrower any amounts received by it as loss payee under any casualty insurance on all real maintained by Holdings or its Subsidiaries, the disposition of such amounts to be subject to the provisions of subsection 4.4(b), and personal property (whether now owned ii) the Parent Borrower and/or the applicable Subsidiary Guarantor shall have the sole right to adjust or hereafter acquired) on an all risk basis and business interruption settle any claims under such insurance.
(b) With respect to each property of the Parent Borrower and its Subsidiaries 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, the Parent Borrower shall maintain or cause to be maintained, flood insurance to the extent required by law.
(ii) The Parent Borrower will, and will cause each of its Restricted applicable Subsidiaries topromptly shall comply with and conform to (i) all provisions of each insurance policy relating to each such property, at and (ii) all times keep its property insured in favor requirements of the Collateral Agentinsurers applicable to such party or to such property or to the use, and all policies manner of use, occupancy, possession, operation, maintenance, alteration or certificates (repair of such property, except for such non-compliance or certified copies thereof) non-conformity as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Parent Borrower shall not use or permit the use of such property in any manner which would reasonably be expected to result in the cancellation of any insurance policy relating to such property or would reasonably be expected to void coverage required to be maintained with respect to such insurance property pursuant to clause (and any other insurance maintained by the Borrower and/or such Restricted Subsidiariesa) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and this subsection 7.5.
(iii) shall be deposited with the Collateral Agent.
(c) If the Parent Borrower or any is in default of its Restricted Subsidiaries shall fail obligations to maintain insurance in accordance with this Section 8.03, insure or if the Borrower deliver any such prepaid policy or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect theretopolicies, the result of which could reasonably be expected to have a Material Adverse Effect, then the U.S. Administrative Agent shall have the right (but shall be under no obligation) Agent, at its option upon five Business Days10 days’ prior written notice to the Parent Borrower, to procure may effect such insurance from year to year at rates substantially similar to the rate at which the Parent Borrower or any Subsidiary had insured such property, and pay the premium or premiums therefore, and the Parent Borrower agrees shall pay to reimburse the U.S. Administrative Agent for all reasonable out-of-pocket costs on demand such premium or premiums so paid by the U.S. 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 expenses of procuring such insurancethe reasonably estimated cost thereof would exceed $2,000,000, the Parent Borrower shall give prompt notice thereof to the U.S. Administrative Agent. All insurance proceeds paid or payable in connection with any damage or casualty to any property shall be applied in the manner specified in subsection 7.5(a).
Appears in 1 contract
Samples: Credit Agreement (RSC Holdings Inc.)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the properties and equipment used in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of loss or damage by casualty and or condemnation eventsexcepted), (ii) maintain in full force and effect insurance with financially sound reputable and reputable solvent insurance companies insurance carriers on all its property in at least such property and amounts, against all at least such risks and with such deductibles or self-insured retentions 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Lender, promptly upon request thereforwritten request, full information as to the insurance carried. In addition to the requirements to the immediately preceding sentence, the Borrower will at all time cause insurance of the types described in Schedule VI to be maintained with no less scope of coverage or greater deductibles as are described in Schedule VI, taking into account the age and fair market value of equipment. 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. The provisions of this Section 8.03 shall be deemed supplemental to, but not duplicative of, the provisions of any Security Documents requiring the maintenance of insurance.
(b) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its their respective property insured in favor of the Collateral Agent, and all policies (including the Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted or any of its Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (includingas certificate holder, without limitation, by naming the Collateral Agent as mortgagee and loss payee and/or with respect to Real Property, certificate holder and loss payee with respect to personal property, additional insured, as applicableinsured with respect to general liability and umbrella liability coverage and certificate holder with respect to workers' compensation insurance), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled or materially revised without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all property necessary and material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (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 Holdings and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. 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) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries the other Credit Parties to, at all times after the occurrence of a Trigger Event, keep its 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 insurance maintained by the Borrower (or on behalf of) Holdings and/or such Restricted Subsidiaries) other Credit Party)
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 other Secured Creditors, and (iiiiv) shall be deposited with the Collateral Agent.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower Holdings or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and Holdings and the Borrower agrees jointly and severally agree 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 (Fairchild Semiconductor International Inc)
Maintenance of Property; Insurance. (a) The Schedule VI 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 of its Restricted their respective Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of loss or damage by casualty and or condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such In addition to the requirements of the immediately preceding sentence, Holdings and the Borrower will at all times cause insurance shall include physical damage 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 amount described opposite the respective type of insurance on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insuranceSchedule VI under the column headed "Minimum Amount Required to be Maintained".
(b) The Holdings and the Borrower will, and will cause each of its Restricted their respective Subsidiaries to, at all times keep its 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 insurance maintained by Holdings, the Borrower and/or such Restricted or any of their respective Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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-contributing mortgage clause endorsement in favor of the Collateral Agent with respect to hazard liability insurance, (v) shall, except in the case of public liability insurance, provide that any losses shall be payable notwithstanding (A) any act or neglect of Holdings, the Borrower or any of their respective 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 (iiivi) shall be deposited with the Collateral Agent.
(c) If Holdings, the Borrower or any of its Restricted their respective Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if Holdings, the Borrower or any of its Restricted their respective Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) ), upon five Business Days’ prior written thirty days advance notice to Holdings, the BorrowerBorrower or any of their respective Subsidiaries, as the case may be, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Schedule IV sets forth a true and complete listing of all insurance maintained by Holdings, and its Subsidiaries as of the Restatement Effective Date. Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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.in
(b) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, at all times keep its 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 insurance maintained by the Borrower and/or such Restricted Holdings or any of its Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 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 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 (iiivi) shall be deposited with the Collateral AgentAgent if such coverage is available at commercially reasonable rates.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Managing Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Managing Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
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Maintenance of Property; Insurance. (a) Schedule VIII sets forth a true and complete listing of all insurance (including self-insurance programs) maintained by Furniture Brands and its Restricted Subsidiaries as of the Second Restatement Effective Date. The Borrower Borrowers will, and will cause each of its their respective Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information as to the insurance carried. Such In addition to the requirements of the immediately preceding sentence, the Borrowers will at all times cause insurance shall include physical damage of the types described in Schedule VIII to be maintained (with the same scope of coverage as that described in Schedule VIII) at levels which are at least as great as the respective amount described opposite the respective type of insurance on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insuranceSchedule VIII under the column headed "Minimum Amount Required to be Maintained."
(b) The Borrower Except with respect to self-insurance programs listed on Schedule VIII, the Borrowers will, and will cause each of its their respective Restricted Subsidiaries to, at all times keep its their respective property insured in favor of the Collateral Agent, and all policies (including Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Borrowers or any of their respective Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insuredinsured (provided that Furniture Brands and its Restricted Subsidiaries shall be permitted to settle claims in an amount less than $10,000,000 per claim, so long as applicablethe proceeds from such claims are applied in accordance with Section 3.03(f))), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 be payable notwithstanding (A) any act or neglect of the Borrowers or any of their respective Restricted 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 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 and (iiivi) shall be deposited with the Collateral AgentAgent if such coverage is available at commercially reasonable rates.
(c) If the Borrower Borrowers or any of its their respective Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower Borrowers or any of its their respective Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written after giving notice to the Borrower, Furniture Brands (but not requiring any consent from Furniture Brands) to procure such insurance and the Borrower agrees Borrowers agree to jointly and severally reimburse the Administrative Agent or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Furniture Brands International Inc)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep Keep all material property (other than intellectual property) useful and necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, except to the extent the failure to do so could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, (ii) preserve or renew all of its Intellectual Property, except to the extent (x) such Intellectual Property is no longer used in or useful to the conduct of the business of the Loan Parties or is otherwise not material to the business of the Loan Parties, (y) Borrower determines in its good faith business judgment that it is not commercially reasonable to preserve or renew such Intellectual Property, taken as a whole, or (z) such non-renewal or non-preservation is otherwise permitted under this Agreement or the other Loan Documents, (iii) maintain with financially sound and reputable insurance companies companies, insurance on all such property with respect to its properties and against all such risks as is businesses in a manner consistent and in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as the Borrower and its Restricted Subsidiaries, and (iiiiv) furnish ensure that the Collateral Agent for the benefit of the Secured Parties, shall be named as an additional insured with respect to the Administrative Agent liability policies (other than worker’s compensation policies and public liability policies) and the Collateral Agent, promptly upon request therefor, full information Agent for the benefit of the Secured Parties shall be named as loss payee with respect to the property insurance carried. Such insurance shall include physical damage insurance on all real (other than public property policies) maintained by Borrower and personal property each Subsidiary Guarantor (whether now owned or hereafter acquired) on an all risk basis and business interruption insurancesubject, in each case, to the provisos in Section 4.02(d)).
(b) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property constituting Collateral insured in favor of the Collateral AgentAgent as loss payee and/or additional insured (subject to the exceptions in the immediately preceding paragraph), as applicable, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall to be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), ) and (ii) shall to state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ prior written notice (or, in the event or if such cancellation is by reason of cancellation for nonpayment of premium, at least ten (10) days’) ’ prior written notice of the cancellation notice) thereof by the respective insurer to the Collateral Agent, and Agent (iii) shall be deposited with the Collateral Agent.
(c) unless it is such insurer’s policy not to provide such a statement). If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect theretosuch insurance, the Administrative Agent may arrange for such insurance, but at Borrower’s expense and without any responsibility on such Agent’s part for obtaining the insurance, the solvency of the insurance companies, the adequacy of the coverage, or the collection of claims. Borrower shall give the Collateral Agent prompt notice of any loss exceeding $1,000,000 covered by its or its Restricted Subsidiaries’ casualty or business interruption insurance. Upon the occurrence and during the continuance of an Event of Default, subject to the ABL/Term Loan Intercreditor Agreement, the Collateral Agent may notify Borrower that, from and after the date such notice is given, the Collateral Agent shall have the sole right (but shall be to file claims under no obligation) upon five Business Days’ prior written notice to any property and general liability insurance policies in respect of the BorrowerCollateral, to procure receive, receipt and give acquittance for any payments that may be payable thereunder, and to execute any and all endorsements, receipts, releases, assignments, reassignments or other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurancepolicies.
Appears in 1 contract
Samples: First Lien Term Loan Credit and Guarantee Agreement (Alden Global Capital LLC)
Maintenance of Property; Insurance. (ai) The Borrower willKeep, and will cause each of its Restricted Subsidiaries to keep, all property (including, but not limited to, (iequipment) keep all material property (other than intellectual property) useful and necessary to the for its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary normal wear and tear excepted and damage by casualty excepted, subject to the occurrence of casualty and condemnation eventsSECTION 8.3(b), (ii) maintain, and shall cause each of its Subsidiaries to maintain insurance with 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 program (not to exceed that which is customary in the case of companies insurance on all such property and against all such risks as is consistent and engaged in the same or similar business or having similar properties similarly situated) may be effected through self-insurance, provided adequate reserves therefor, in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as the Borrower and its Restricted SubsidiariesGAAP, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the are maintained. All insurance carried. 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) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (iA) shall be endorsed to the Collateral Administrative Agent’s 's reasonable satisfaction for the benefit of the Collateral Agent Lenders (including, without limitation, by naming the Collateral Administrative Agent as loss payee and/or or additional insured, as applicableappropriate), ; and (iiB) shall state that the insurers under such insurance policies policy shall endeavor to provide at least 30 not be canceled or revised without thirty days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Administrative Agent and (iii) shall be deposited with furnish to the Collateral Administrative Agent.
(c) If , on the Amendment/Restatement Date and on the date of delivery of each annual financial statement, full information as to the insurance carried. At any time that insurance at levels described in SCHEDULE 7.8 is not being maintained by or on behalf of the Borrower or any of its Restricted Subsidiaries shall fail Subsidiaries, the Borrower will notify the Lenders in writing within ten (10) Business Days thereof and, if thereafter notified by the Administrative Agent or the Required Lenders to maintain insurance in accordance with this Section 8.03do so, or if the Borrower or any of its Restricted Subsidiaries such Subsidiary, as the case may be, shall fail obtain insurance at such levels at least equal 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.those set forth on SCHEDULE 7.8. 107
Appears in 1 contract
Samples: Credit Agreement (Gencorp Inc)
Maintenance of Property; Insurance. (a) The Borrower willCompany shall, and will shall cause each Subsidiary to, maintain and preserve all of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted excepted.
(b) The Company shall, and subject shall cause each Subsidiary to, maintain insurance with respect to the occurrence of casualty its property and condemnation eventsbusiness (including without limitation, (iicomprehensive general liability, hazard, rent, worker’s compensation, property and casualty, and, except with respect to dispensaries, business interruption insurance) maintain with financially sound and reputable insurance companies insurance on all that are not Affiliates of any Borrower, in such property amounts and against all covering such risks as is consistent and in accordance with industry practice for are usually insured against by similar companies similarly situated owning similar properties and engaged in the same or a similar businesses as the Borrower and its Restricted Subsidiariesbusiness.
(c) The Company shall, and (iii) furnish shall cause each Subsidiary to, maintain insurance policies covering the Collateral are to be made payable to the Administrative Collateral Agent for the benefit of the Secured Parties, as their interests may appear, in case of loss, under a standard non-contributory “lender” or “secured party” clause. All certificates of insurance are to be delivered to the Collateral Agent and the Collateral Agentpolicies are to be premium prepaid, promptly upon request therefor, full information as with (other than with respect to director and officer policies) the insurance carried. Such insurance shall include physical damage insurance on all real loss payable and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insurance.
(b) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property additional insured endorsement in favor of the Collateral Agent, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction Agent for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insuredSecured Parties, as applicable)their respective interests may appear, (ii) and shall state that the insurers under such insurance policies shall endeavor to provide at least for not less than 30 days’ (or, 10 days’ in the event case of cancellation for nonpayment of premium, ten (10non-payment) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the BorrowerCollateral Agent of the exercise of any right of cancellation. If any Borrower or any Subsidiary fails to maintain such insurance, the Collateral Agent may arrange for such insurance, but at the Borrowers’ expense and without any responsibility on the Collateral Agent’s part for obtaining the insurance, the solvency of the insurance companies, the adequacy of the coverage, or the collection of claims. Upon the occurrence and during the continuance of an Event of Default, the Collateral Agent shall have the sole right, in the name of the Secured Parties, the Company or any Subsidiary, to procure file claims under any insurance policies, to receive, receipt and give acquittance for any payments that may be payable thereunder, and to execute any and all endorsements, receipts, releases, assignments, reassignments or other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such insurance and policies. Notwithstanding anything to the Borrower agrees contrary herein, the Collateral Agent shall have no obligation or duty to reimburse obtain or monitor any insurance in respect of the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insuranceCollateral.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Each of the Credit Parties will, and will cause each of its Restricted their respective Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Credit Parties and its Restricted their respective Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Credit Parties and its Restricted their respective Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. In addition to the requirements of the immediately preceding sentence, the Credit Parties will at all times cause insurance of the types described in Schedule 8.22 to be maintained (with the same scope of coverage as that described in Schedule 8.22) at levels which are consistent with their practices immediately before the Effective 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. The provisions of this Section 9.03 shall be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) The Borrower Subject to clause (g) of this Section 9.03, each of the Credit Parties will, and will cause each of its Restricted their respective 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 such property insurance (i) shall be endorsed to the Collateral Agent’s satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as a loss payee), (ii) shall state 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, and (iii) 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.
(c) Each of the Credit Parties will, and will cause each of their respective Subsidiaries to, ensure that all policies or certificates (or certified copies thereof) with respect to liability insurance and any other insurance maintained by the Borrower such Credit Party and/or such Restricted SubsidiariesSubsidiaries (other than property insurance covered by clause (b) of this Section 9.03) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), ) and (ii) shall state provide that the respective insurers under irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the other Secured Parties.
(d) Each of the Credit Parties will, and will cause each of their respective Subsidiaries to, exercise their commercially reasonable efforts to: (i) ensure that all policies or certificates with respect to liability and other insurance maintained by such Credit Party and/or such Subsidiaries (other than property insurance policies covered by clause (b) of this Section 9.03) shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, ; and (iiiii) shall be deposited deliver to the Collateral Agent certificates of insurance evidencing compliance with the Collateral item (i) of this clause (d) in form and substance reasonably satisfactory to the Administrative Agent.
(ce) If the Borrower any Credit Party or any of its Restricted their respective Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower any Credit Party or any of its Restricted their respective 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees Credit Parties jointly and severally agree to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
(f) If 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 Credit Parties will, and will cause their respective Subsidiaries to, at all times keep and maintain flood insurance in an amount sufficient to comply with the National Flood Insurance Reform Act of 1994 and related legislation (including the regulations of the Board of Governors of the Federal Reserve System).
(g) Promptly after the Effective Date, but in any event no later than 15 days after the Effective Date, the Credit Parties shall deliver to the Collateral Agent certificates of property insurance complying with the requirements set forth in clause (b) of this Section 9.03 for the properties of the Credit Parties, in form and substance reasonably satisfactory to the Administrative Agent, naming the Collateral Agent as a loss payee and stating that such insurance shall not be canceled without at least 30 days’ prior written notice by the insurer to the Collateral Agent. With respect to property insurance policies in effect on the Effective Date, the Credit Parties shall not be required to comply with the obligations set forth in clause (b) of this Section 9.03 until the date when certificates of insurance are delivered (or shall have been delivered) in accordance with this clause (g).
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the properties and equipment used in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of loss or damage by casualty and or condemnation eventsexcepted), (ii) maintain in full force and effect insurance with financially sound reputable and reputable solvent insurance companies insurance carriers on all its property in at least such property and amounts, against all at least such risks and with such deductibles or self-insured retentions 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Lender, promptly upon request thereforwritten request, full information as to the insurance carried. In addition to the requirements to the immediately preceding sentence, the Borrower will at all time cause insurance of the types described in Schedule VI to be maintained with no less scope of coverage or greater deductibles as are described in Schedule VI with respect to the Containerboard Business immediately before the Effective Date, taking into account the age and fair market value of equipment. 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. The provisions of this Section 8.03 shall be deemed supplemental to, but not duplicative of, the provisions of any Security Documents requiring the maintenance of insurance.
(b) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its their respective property insured in favor of the Collateral Agent, and all policies (including the Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted or any of its Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (includingas certificate holder, without limitation, by naming the Collateral Agent as mortgagee and loss payee and/or with respect to Real Property, certificate holder and loss payee with respect to personal property, additional insured, as applicableinsured with respect to general liability and umbrella liability coverage and certificate holder with respect to workers' compensation insurance), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled or materially revised without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Pca Valdosta Corp)
Maintenance of Property; Insurance. (a) The Borrower will, Keep all Property and will cause each of systems useful and necessary in its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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.excepted;
(b) The Borrower willmaintain, and will cause each of its Restricted Subsidiaries toto maintain, 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction all insurance policies sufficient for the benefit compliance by each of the Collateral Agent them with all material Governmental Requirements and all material agreements and (ii) insurance coverage in at least amounts and against such risks (including, without limitation, public liability) that are usually insured against by naming companies similarly situated and engaged in the Collateral Agent as loss payee and/or additional insuredsame or a similar business for the assets and operations of the Borrower and its Subsidiaries;
(c) name the Administrative Agent, for the ratable benefit of the Lenders, as applicablean additional insured in respect of the insurance policies referred to in Section 5.5(b), . Such insurance policies shall not be (i) canceled or (ii) shall state that amended or changed in any respect which is materially adverse to the insurers under such insurance policies shall endeavor to provide interests of the Lenders, in either event without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the BorrowerAdministrative Agent. So long as no Default or Event of Default exists and is continuing, to procure proceeds of any such insurance policies shall be applied, subject to Section 2.7(b), first to the restoration, repair, replacement or plugging and abandonment (and any reasonable costs and expenses related to any thereof) of the Properties to the extent such actions would be reasonably prudent and the Borrower agrees remainder, if any, shall be applied to reimburse the Obligations to prepay the Obligations in the manner set forth in Section 2.7(b);
(d) renew or replace all insurance policies referred to in Section 5.5(b)on terms no less favorable to the Administrative Agent for the ratable benefit of the Lenders during the term of this Agreement. Any substitute underwriter shall be financially sound as the Borrower’s existing underwriters;
(e) do or cause to be done all things reasonably necessary to preserve and keep in good repair, working order and efficiency (ordinary wear and tear excepted) all of its material Oil and Gas Properties and other material Properties, including, without limitation, all equipment, machinery, facilities, marketing, gathering, transportation and processing assets and from time to time make all the reasonably necessary repairs, renewals and replacements so that at all times the state and condition of its material Oil and Gas Properties and other material Properties will be preserved and maintained, except to the extent a portion of such Properties is no longer capable of commercially producing Hydrocarbons;
(i) to promptly pay and discharge, or make reasonable outand customary efforts to cause to be paid and discharged, all delay rentals, royalties, expenses and Indebtedness accruing under the leases or other agreements affecting or pertaining to its Oil and Gas Properties and do all other things necessary to keep unimpaired its rights with respect thereto and prevent any forfeiture thereof or default thereunder, and (ii) perform or make reasonable and customary efforts to cause to be performed, in accordance with industry standards, the obligations required by each and all of the assignments, deeds, leases, sub-of-pocket costs leases, contracts and expenses agreements affecting its interests in its Oil and Gas Properties and other material Properties, except (x) in each case of procuring clauses (i) and (ii) to the extent a portion of such insuranceProperties is no longer capable of producing Hydrocarbons in economically reasonable amounts and (y) for Dispositions permitted by Section 6.4; and
(g) to the extent that the Oil and Gas Properties (i) are operated by the Borrower or its Subsidiaries, act as a prudent operator in an effort to identify and prevent the occurrence of any drainage of Hydrocarbons from the Oil and Gas Properties; to carry out all such operations as would a reasonable and prudent operator in accordance with standard industry practices; and to comply in all material respects with all applicable contracts and agreements and all Governmental Requirements and (ii) are not operated by the Borrower or its Subsidiaries, utilize its property and contractual rights as a prudent owner in an effort (A) to identify and prevent the occurrence of any drainage of Hydrocarbons from the Oil and Gas Properties; (B) to cause the operator to carry out all operations as would a reasonable and prudent operator in accordance with standard industry practices; and (C) to cause the operator to comply in all material respects as would a reasonable and prudent operator with all applicable material contracts and agreements and all Governmental Requirements and with this Section 5.5.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material tangible property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of tear, casualty and condemnation eventsexcepted, (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 Restricted Subsidiaries, which, for the avoidance of doubt, shall include business interruption, windstorm, liability and property insurance policies and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such insurance The provisions of this Section 9.03 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 be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) If at any time the improvements on a Mortgaged Property are 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), then the Borrower shall, or shall cause the applicable Credit Party to maintain, with a financially sound and reputable insurer, flood insurance in an amount and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the Flood Insurance Laws and deliver to the Administrative Agent evidence of such insurance in form and substance reasonably acceptable to the Administrative Agent including, without limitation, evidence of annual renewals of such insurance.
(c) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent and the Real Property Collateral Agent, as their interests may appear, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted SubsidiariesSubsidiary) (i) shall be endorsed to the Collateral Agent’s and the Real Property Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent and the Real Property Collateral Agent, as their interests may appear (including, without limitation, by naming the Collateral Agent and the Real Property Collateral Agent, as their interests may appear, as loss payee and/or additional insured, as applicable), ) and (ii) if agreed by the insurer (which agreement the Borrower shall use commercially reasonable efforts to obtain), shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ prior written notice thereof (or, in the event with respect to non-payment of cancellation for nonpayment of premiumpremiums, ten (10) 10 days’) ’ prior written notice of the cancellation thereof notice) by the respective insurer to the Collateral Agent and the Real Property Collateral Agent; provided, that the requirements of this Section 9.03(c) shall not apply to (x) insurance policies covering (1) directors and officers, fiduciary or other professional liability, (2) employment practices liability, (3) workers compensation liability, (4) automobile and aviation liability, (5) health, medical, dental and life insurance, and (iii6) shall be deposited with such other insurance policies and programs as the Collateral AgentAgent may approve; and (y) self-insurance programs.
(cd) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, after any applicable grace period, the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance insurance, and the Borrower agrees Credit Parties jointly and severally agree to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries Company to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries Companies in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsobsolescence excepted, (ii) maintain with financially sound and reputable insurance companies insurance on all such property in at least such amounts and against all at least 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 Restricted Subsidiariessame general areas in which the Companies operate, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefortogether with each set of financial statements delivered pursuant to Section 9.1(c), full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted Subsidiaries Obligor 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiariesany Obligor) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, including by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation 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 other Secured Creditors, (iv) shall contain the standard non-contributing mortgage clause endorsement in favor of the Collateral Agent with respect to hazard liability insurance, (v) shall, except in the case of public liability insurance, provide that any losses shall be payable notwithstanding (A) any foreclosure or other proceeding relating to the insured properties or (B) any change in the title to or ownership or possession of the insured properties and (iiivi) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries Obligor shall fail to maintain insurance insure its property in accordance with this Section 8.039.3, or if the Borrower or any of its Restricted Subsidiaries Obligor 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower 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 (Infousa Inc)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain with financially sound and reputable insurance companies 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such .
(b) If the Borrower or any of its Subsidiaries shall fail to maintain insurance in accordance with this Section 9.03, the Administrative Agent shall include physical damage have the right (but shall be under no obligation) to procure such insurance on and the Borrower agrees to reimburse the Administrative Agent for all real reasonable costs and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption expenses of procuring such insurance.
(bc) The Borrower will, and will cause each of its Restricted Subsidiaries other Credit Party 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) insurance, (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent Secured Creditors (including, without limitation, by naming the Collateral Agent as loss payee (in respect of property insurance) and/or additional insured, as applicableinsured (in respect of all insurance)), (ii) shall state that the insurers under such insurance policies respective insurer shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral AgentAgent prior to the cancellation of any such insurance policy, and (iii) shall be deposited with provided to the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice for provision to the BorrowerLenders, in each case subject to procure such insurance and any applicable provisions of the Borrower agrees to reimburse Xxx Intercreditor Agreement or the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurancePulitzer Intercreditor Agreement, as applicable.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The US Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the US Borrower and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all in at least such property amounts and against all at least 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 same general areas in which the US Borrower and or any of its Restricted SubsidiariesSubsidiaries operates, and (iii) furnish to the Administrative Agent and the Collateral Agentor any Lender, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Subject to Section 8.15, the US Borrower will, and will cause each of its Restricted Subsidiaries the other Credit Parties that have executed a Security Agreement to, at all times keep its 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 insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming name the Collateral Agent as loss payee and/or (with respect to property) and, to the extent permitted by applicable law, as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies respective insurer shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Agent before such insurance shall be cancelled and (iii) shall be deposited with the Collateral Agent.
(c) If the US Borrower or any of its Restricted respective Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the US Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect theretothereto as provided in clause (b) of this Section 8.03, the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the each Borrower 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 (Sitel Corp)
Maintenance of Property; Insurance. (a) Schedule VII sets forth a true and complete listing of all insurance maintained by, or on behalf of, the Borrower and its Subsidiaries as of the Effective Date. The Borrower will, and will cause each of its Restricted Subsidiaries and Facility Managers to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least such risks as is consistent and in accordance with industry practice for companies a company similarly situated owning similar properties and engaged in similar businesses as the Borrower and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent Lead Arranger and the Collateral Administrative Agent, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted Subsidiaries and Facility Managers 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 such insurance (and any other insurance maintained by by, or on behalf of, the Borrower and/or such Restricted Subsidiariesor any Subsidiary of the Borrower) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be cancelled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral AgentAgent (or such shorter period of time as a particular insurance company policy generally provides), (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 mortgage clause endorsement in favor of the Collateral Agent with respect to hazard insurance coverage, (v) shall, except in the case of public liability insurance, provide that any losses shall be payable notwithstanding (A) any act or neglect of the Borrower or any Subsidiary of the Borrower, (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 (iiivi) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries or any Facility Manager shall fail to maintain insurance insure its property in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries or any Facility Manager shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) upon ), after giving the Borrower at least five Business Days’ ' prior written notice to the Borrowernotice, to procure such insurance and the Borrower agrees to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) Schedule II sets forth a true and complete listing of all insurance maintained by the Borrower and each of its Subsidiaries as of the Effective Date. The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) useful and necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable reput- able insurance companies (A) at least $1 million of key-man life insurance on the life of each of the chief executive officer and the chief financial officer of the Borrower (it being understood and agreed that the Borrower shall obtain such insurance within 30 days following the Initial Borrowing Date) and (B) liability insurance and insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, are described on Schedule II and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such insurance The provisions of this Section 8.03 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 insurancebe deemed to be supplemental to, but not duplicative of, the provisions of any of the Security Documents that require the maintenance of insur- ance.
(b) The Borrower willwill at all times keep, and will cause each of its Restricted Subsidiaries toto keep, at all times keep its property insured in favor of the Collateral Agent, and all policies (including mortgage policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) or its Subsidiaries (other than employee benefit insurance))
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or and naming the Collateral Agent, the Agent and each Bank as an additional insured, as applicable)) with respect to Collateral, (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled or revised without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Agent and (iii) shall be deposited with the Collateral Agent.
(c) . If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees jointly and severally agrees, to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Moovies Inc)
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty events, natural catastrophe and condemnation eventsother covered occurrences or events that may cause damage to, or partial or complete loss of, the property except such non-compliances as could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, (ii) maintain with financially sound and reputable insurance companies insurance 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 the Borrower Holdings and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such insurance shall include physical damage insurance on all real and personal property (whether now owned or hereafter here-after acquired) on an all risk basis and including any business interruption and contingent business interruption insurance. The provisions of this Section 10.03 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, Holdings, Parent and each Borrower acknowledge and agree that on an annual basis, to review the insurance then being maintained by Holdings and its Subsidiaries. All such insurance policies shall at all times be valid and enforceable in accordance with their terms and shall be in full force and effect (assuming no default by any such insurer), all premiums thereon have been paid when due and Holdings, Parent and each Borrower shall be otherwise in compliance in all material respects with the terms and provisions of such policies. The Administrative Borrower shall promptly deliver written notice to the Administrative Agent of any 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 that is, in each case, received by Holdings, Parent or the Borrowers. Each Borrower has taken all actions reasonably requested by Administrative Agent or the Collateral Agent to assist in ensuring that each Lender is in compliance with the Flood Laws applicable to the Collateral, including, but not limited to, providing such agent with the address and/or GPS coordinates of each structure located upon any Real Property that will be subject to a Mortgage in favor of Collateral Agent, for the benefit of Lenders, and, to the extent required, obtaining flood insurance for such property, structures and contents prior to such property, structures and contents becoming Collateral.
(b) The Borrower Holdings will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower Holdings and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled or materially revised without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent; provided, and however, that if the relevant insurer is unable to state that the Collateral Agent will receive notice of any material revisions, the Administrative Borrower shall be responsible for providing such advance notice, (iii) shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the other Secured Creditors, and (iv) shall be deposited with delivered to the Collateral Agent.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.0310.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit deliver all policies or certificates with respect thereto, the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Holdings, Parent and each Borrower agrees jointly and severally agree 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 (STG Group, Inc.)
Maintenance of Property; Insurance. (a) Sched- ule VIII sets forth a true and complete listing of all insurance (including self-insurance programs) maintained by INTERCO and its Restricted Subsidiaries as of the Restatement Effective Date. The Borrower Borrowers will, and will cause each of its their respective Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information as to the insurance carried. Such In addition to the requirements of the immediately preceding sentence, the Borrowers will at all times cause insurance shall include physical damage of the types described in Schedule VIII to be maintained (with the same scope of coverage as that described in Schedule VIII) at levels which are at least as great as the respective amount described opposite the respective type of insurance on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insuranceSchedule VIII under the column headed "Minimum Amount Required to be Maintained."
(b) The Borrower Except with respect to self-insurance programs listed on Schedule VIII, the Borrowers will, and will cause each of its their respective Restricted Subsidiaries to, at all times keep its their respective property insured in favor of the Collateral Agent, and all policies (including Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Borrowers or any of their respective Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insuredinsured (provided that INTERCO and its Restricted Subsidiaries shall be permitted to settle claims in an amount less than $10,000,000 per claim, so long as applicablethe proceeds from such claims are applied in accordance with Section 4.02(j))), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 be payable notwithstanding (A) any act or neglect of the Borrowers or any of their respective Restricted 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 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 and (iiivi) shall be deposited with the Collateral AgentAgent if such coverage is available at commercially reasonable rates.
(c) If the Borrower Borrowers or any of its their respective Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower Borrowers or any of its their respective Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written after giving notice to the Borrower, INTERCO (but not requiring any consent from INTERCO) to procure such insurance and the Borrower agrees Borrowers agree to jointly and severally reimburse the Administrative Agent or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring pro- curing such insurance.
Appears in 1 contract
Samples: Credit Agreement (Interco Inc)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject loss or damage by casualty or condemnation excepted) with such exceptions as would not reasonably be expected to the occurrence of casualty and condemnation eventshave a Material Adverse Effect, (ii) maintain with financially sound and reputable insurance companies insurance on the Collateral Rig and other properties of the Borrower and its Restricted Subsidiaries, with respect to the Collateral Rig upon and after the Delivery Date, the Required Insurance, and with respect to all other properties, in at least such property amounts and against all such risks as is consistent and in accordance with normal industry practice for companies similarly situated owning similar properties and engaged in similar businesses as the Borrower and its Restricted Subsidiaries, insureds and (iii) furnish to the Administrative Agent, at the written request of the Administrative Agent and or any Lender, a complete description of the material terms of insurance carried on the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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 insuranceRig.
(b) The Borrower will, and will cause each of its Restricted the Collateral Vessel-Owning Subsidiaries to, at all times upon and after the Delivery Date keep its property the Collateral Rig insured in favor of the Collateral Agent, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicableits interests may appear), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 10 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral AgentAgent and the other Secured Creditors.
(c) If the Borrower Borrower, or any of its Restricted the Collateral Vessel-Owning Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower Borrower, or any of its Restricted the Collateral Vessel-Owning 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of damage by casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all such property in at least such amounts and against all at least 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 same general areas in which the Borrower and or any of its Restricted SubsidiariesSubsidiaries operates, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, Lender full information as to the insurance carried. Such At any time that insurance at or above the levels described on Schedule VII is not being maintained by the Borrower or any Subsidiary of the Borrower, the Borrower will, or will cause one of its Subsidiaries to, promptly notify the Lender in writing and, if thereafter reasonably requested by the Lender to do so, the Borrower or any such Subsidiary, as the case may be, shall include physical damage obtain such insurance on all real at such levels and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insurancecoverage which are at least as great as those described in Schedule VII to the extent such insurance is available at commercially reasonable rates.
(b) The Borrower will, and will cause each of its Restricted Subsidiaries Subsidiary Guarantors to, at all times keep its property insured in favor of the Collateral AgentLender, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) Subsidiary Guarantors (i) shall be endorsed to the Collateral Agent’s Lender's reasonable satisfaction for the benefit of the Collateral Agent Lender (including, without limitation, by naming the Collateral Agent Lender as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ ' (oror 10 days, in the event case of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Lender and (iii) shall be deposited with the Collateral AgentLender.
(c) If the Borrower or any of its Restricted Subsidiaries Subsidiary Guarantors shall fail to maintain insurance insure its property in accordance with this Section 8.036.03, or if the Borrower or any of its Restricted Subsidiaries Subsidiary Guarantors shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent Lender shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent Lender for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Emcore Corp)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) 10 days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower 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 (Radio One, Inc.)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material tangible property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such insurance The provisions of this Section 7.03 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 be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall shall, subject to the First-Lien Obligations and Intercreditor Agreement be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation or 10 days for nonpayment non-payment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, (iii) to the extent available under the applicable insurance policies shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the other Secured Creditors (unless otherwise agreed to by the Collateral Agent), and (iiiiv) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.037.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to after the Borrower, satisfaction of the Discharge Conditions to procure such insurance insurance, and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Second Lien Credit Agreement (HUGHES Telematics, Inc.)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) Except as permitted by Section 7.02(d), keep all material property (other than intellectual property) Property useful and necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, subject to casualty, condemnation, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, obsolescence;
(ii) maintain Maintain insurance with financially sound and reputable insurance companies insurance on all its Property in at least such property amounts and against all at least such risks as is consistent and are usually insured against in accordance with industry practice for the same general area by companies similarly situated owning similar properties and engaged in the same or a similar businesses as the business. The Borrower and its Restricted Subsidiaries, and (iii) will furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforits reasonable request, full information in reasonable detail as to the insurance carriedso maintained. Such All insurance shall include physical damage policies covering the Collateral are to be made payable to the Collateral Agent for the benefit of the Lenders, 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 the Collateral 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 on all real are to be delivered to the Collateral Agent and personal property (whether now owned or hereafter acquired) on the policies are to be premium prepaid, with a lender’s loss payable endorsement and, with respect to policies of liability insurance, an all risk basis and business interruption insurance.
(b) The Borrower willadditional insured endorsement, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, Agent and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of Persons as the Collateral Agent (includingmay designate from time to time, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) and shall state that the insurers under such insurance policies shall endeavor to provide at least for not less than 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Collateral Agent of the exercise of any right of cancellation. If any Loan Party or any of its Subsidiaries fails to maintain such insurance, the Collateral Agent may arrange for such insurance, but at the Borrower’s expense and without any responsibility on the Collateral Agent’s part for obtaining the insurance, the solvency of the insurance companies, the adequacy of the coverage, or the collection of claims. Upon the occurrence and during the continuance of an Event of Default, and in respect of recoveries under a policy of property and casualty insurance in excess of $2,500,000, the Collateral Agent shall, subject to the ABL Intercreditor Agreement, have the sole right, in the name of the Lenders, any Loan Party and its Subsidiaries, to procure file claims under any insurance policies, to receive, receipt and give acquittance for any payments that may be payable thereunder, and to execute any and all endorsements, receipts, releases, assignments, reassignments or other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such insurance policies and the Collateral Agent will use commercially reasonable efforts to promptly notify the Borrower agrees if the Collateral Agent undertakes any of the foregoing actions. Amounts received by the Collateral Agent pursuant to reimburse the immediately preceding sentence shall be applied to reduce the Obligations in such manner as the Collateral Agent shall elect (with any such application against the principal amount of the Revolving Loans to cause a corresponding reduction of the Total Revolving Credit Commitment if elected by Collateral Agent); and
(iii) If any improvement 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 Flood Insurance Laws, then the Borrower shall, or shall cause each Loan Party to (A) maintain, or cause to be maintained, with a financially sound and reputable insurer, flood insurance in an amount and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the Flood Insurance Laws and (B) deliver to the Administrative Agent for all reasonable out-of-pocket costs evidence of such compliance in form and expenses of procuring such insurancesubstance reasonably acceptable to the Administrative Agent.
Appears in 1 contract
Maintenance of Property; Insurance. (a) Schedule IV sets forth a true and complete listing of all insurance maintained by the Borrower and its Subsidiaries as of the Effective Date. The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Lender, promptly upon request thereforwritten request, full information as to the insurance carried. Such In addition to the requirements of the immediately preceding sentence, the Borrower will at all times cause the liability and hazard insurance shall include physical damage of the types described in Schedule IV to be maintained (with the same scope of coverage as that described in Schedule IV) at levels which are at least as great as the respective amount described opposite the respective type of insurance on all real Schedule IV under the column headed "Minimum Amount Required to be Maintained". Notwithstanding the foregoing, if such liability and personal property hazard insurance ceases to be available or is no longer available on commercially reasonable terms, the Borrower may, with the consent of the Administrative Agent (whether now owned not to be unreasonably withheld), cease to maintain such insurance or hereafter acquired) on an all risk basis and business interruption insurancemaintain such insurance at levels that are commercially reasonable.
(b) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, and all All policies (including Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral AgentAgent and the Secured Creditors, (iv) shall contain the standard non-contributory mortgagee clause endorsement in favor of the Collateral Agent with respect to hazard insurance coverage, and (v) shall, except in the case of public liability insurance, business interruption insurance and workers' compensation insurance, 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 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.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower 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 (Radio One, Inc.)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain with financially sound and reputable insurance companies 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 Restricted Subsidiaries, and (iii) maintain flood insurance in compliance with Section 6.10 hereto and (iv) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such .
(b) If the Borrower or any of its Subsidiaries shall fail to maintain insurance in accordance with this Section 9.03, the Administrative Agent shall include physical damage have the right (but shall be under no obligation) to procure such insurance on and the Borrower agrees to reimburse the Administrative Agent for all real reasonable costs and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption expenses of procuring such insurance.
(bc) The Borrower will, and will cause each of its Restricted Subsidiaries other Credit Party 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent Secured Parties (including, without limitation, by naming the Collateral Agent as loss payee (in respect of property insurance) and/or additional insured, as applicableinsured (in respect of all insurance)), (ii) shall state that the insurers under such insurance policies respective insurer shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral AgentAgent prior to the cancellation of any such insurance policy, and (iii) shall be deposited with provided to the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) owned or leased by the Borrower and its Subsidiaries necessary to the business of the Borrower and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain maintain, with financially sound and reputable insurance companies insurers, insurance on all such property (including, without limitation, flood insurance to the extent applicable) in at least such amounts and against all at least 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 same general areas in which the Borrower or any of its Subsidiaries operates, (iii) maintain, with financially sound and its Restricted Subsidiariesreputable insurers, liability insurance in such amounts, covering such risks and liabilities and with such deductibles as are in accordance with normal industry practice for similarly situated insureds and (iiiiv) furnish to the Administrative Agent and the Collateral Agentor any Lender, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, and all All policies or certificates (or certified copies thereof) with respect to such the insurance required to be maintained by the Borrower and its Subsidiaries pursuant to Section 8.03(a) and all Mortgage Policies at any time in effect (and any other insurance maintained by the Borrower and/or such Restricted Subsidiariesother Credit Parties) shall (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming name the Collateral Agent as loss payee and/or additional insured, as applicable), insured and (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and Agent (iii) shall be deposited with the Collateral Agentor such shorter period of time as a particular insurance company policy generally provides).
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies name the Collateral Agent as a loss payee or certificates additional insured with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ ), after giving the Borrower prior written notice to the Borrowernotice, to procure such insurance and the Borrower agrees to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insuranceinsurance or naming the Collateral Agent as a loss payee or additional insured with respect thereto.
Appears in 1 contract
Samples: Credit Agreement (Too Inc)
Maintenance of Property; Insurance. (a) The Borrower Schedule XII sets forth a true and complete listing of all insurance maintained by Holdings and each of its Subsidiaries as of the Restatement Effective Date. Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) useful and necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (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 property amounts and against all at least 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 Restricted Subsidiaries, are described on Schedule XII and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information as to the insurance carried. Such insurance The provisions of this Section 7.03 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 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) The Borrower willHoldings will at all times keep, and will cause each of its Restricted Subsidiaries toto keep, at all times keep its property insured in favor of the Collateral Agent, and all policies (including mortgage policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted SubsidiariesHoldings or its Subsidiaries (other than employee benefit insurance)) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or and naming the Collateral Agent, the Agents and each Bank as an additional insured, as applicable)) with respect to Collateral, (ii) shall state that the insurers under such insurance policies shall endeavor not be canceled or revised in a manner adverse to provide at least 30 days’ the Banks without thirty (or, in the event of cancellation for nonpayment of premium, ten (1030) days’) ' prior written notice of the cancellation 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, (iv) shall contain the standard noncontributory mortgagee clause endorsement in 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 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 proceeding relating to the insured properties or (D) any change in the title to or ownership or possession of the insured properties and (iiivi) shall be deposited with the Collateral Agent.
(c) . If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.037.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees jointly and severally agrees, to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Schedule X sets forth ---------------------------------- a true and complete listing of all insurance maintained by Holdings, the Borrower and their respective Subsidiaries as of the Restatement Effective Date. Holdings and the Borrower will, and will cause each of its Restricted their respective Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such At any time that insurance at levels described on Schedule X is not being maintained by Holdings, the Borrower or any of their respective Subsidiaries, Holdings will notify the Banks in writing within three Business Days thereof and, if thereafter notified by the Required Banks to do so, Holdings, the Borrower or any such Subsidiary, as the case may be, shall include physical damage obtain insurance at such levels at least equal to those set forth on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insuranceSchedule X to the extent then generally available.
(b) The Holdings and the Borrower will, and will cause each of its Restricted their respective Subsidiaries to, at all times keep its their respective property insured in favor of the Collateral Agent, and all policies (including mortgage policies, if any) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by Holdings, the Borrower and/or such Restricted or any of their respective Subsidiaries) ): (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), ; (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be cancelled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 be payable notwithstanding (A) any act or neglect of Holdings, the Borrower or any of their respective 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 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; and (iiivi) shall be deposited with the Collateral Agent.
(c) If Holdings, the Borrower or any of its Restricted their respective Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if Holdings, the Borrower or any of its Restricted their respective Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Autotote Corp)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material tangible property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of tear, casualty and condemnation eventsexcepted, (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 Restricted Subsidiaries, which, for the avoidance of doubt, shall include business interruption, windstorm, liability and property insurance policies and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such insurance The provisions of this Section 9.03 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 be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) If at any time the improvements on a Mortgaged Property are 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), then the Borrower shall, or shall cause the applicable Credit Party to maintain, with a financially sound and reputable insurer, flood insurance in an amount and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the Flood Insurance Laws and deliver to the Administrative Agent evidence of such insurance in form and substance reasonably acceptable to the Administrative Agent including, without limitation, evidence of annual renewals of such insurance.
(c) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent and the Real Property Collateral Agent, as their interests may appear, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted SubsidiariesSubsidiary) (i) shall be endorsed to the Collateral Agent’s and the Real Property Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent and the Real Property Collateral Agent, as their interests may appear (including, without limitation, by naming the Collateral Agent and the Real Property Collateral Agent, as their interests may appear, as loss payee and/or additional insured, as applicable), ) and (ii) if agreed by the insurer (which agreement the Borrower shall use commercially reasonable efforts to obtain), shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ prior written notice thereof (or, in the event with respect to non-payment of cancellation for nonpayment of premiumpremiums, ten (10) 10 days’) ’ prior written notice of the cancellation thereof notice) by the respective insurer to the Collateral Agent and the Real Property Collateral Agent; provided, that the requirements of this Section 9.03(c) shall not apply to (x) insurance policies covering (1) directors and officers, fiduciary or other professional liability, (2) employment practices liability, (3) workers compensation liability, (4) automobile and aviation liability, (5) health, medical, dental and life insurance, and (iii6) shall be deposited with such other insurance policies and programs as the Collateral AgentAgent may approve; and (y) self- insurance programs.
(cd) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, after any applicable grace period, the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance insurance, and the Borrower agrees Credit Parties jointly and severally agree to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Revolving Credit Agreement
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such insurance The provisions of this Section 9.03 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 be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, and all All insurance policies or certificates (or certified copies thereof) with respect to such insurance the Borrower’s and its Subsidiaries’ property (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), ) and (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect theretothereto to the Collateral Agent’s satisfaction as provided in Section 9.03(b), the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ ), following prior written notice to the Borrower, to procure such insurance and the Borrower 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 (United Online Inc)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of damage by casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all in at least such property amounts and against all at least 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 same general areas in which the Borrower and or any of its Restricted SubsidiariesSubsidiaries operates, and (iii) furnish to the Administrative Agent and the Collateral Agentor any Lender, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted Subsidiaries the other Credit Parties that have executed the Security Agreement to, at all times keep its 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 insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming name the Collateral Agent as loss payee and/or (with respect to property) and, to the extent permitted by applicable law, as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies respective insurer shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Agent before such insurance shall be cancelled and (iii) shall be deposited with delivered to the Collateral Agent.
(c) If the Borrower or any of its Restricted respective Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit deliver all policies or certificates with respect theretothereto as provided in clause (b) of this Section 8.03, the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Holdings and the Borrower will, and will cause each of its Restricted their respective Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of loss or damage by casualty and or condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Holdings and the Borrower will, and will cause each of its Restricted their respective Subsidiaries to, at all times keep its 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 insurance maintained by Holdings, the Borrower and/or such Restricted or any of their respective Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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-contributing mortgage clause endorsement in favor of the Collateral Agent with respect to hazard liability insurance, (v) shall, except in the case of public liability insurance, provide that any losses shall be payable notwithstanding (A) any act or neglect of Holdings, the Borrower or any of their respective Subsidiaries, (B) the occupation or use of the properties for purposes more hazardous than those permitted by the terms of the respective policy, (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 (iiivi) shall be deposited with the Collateral Agent.
(c) If Holdings, the Borrower or any of its Restricted their respective Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if Holdings, the Borrower or any of its Restricted their respective Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) ), upon five Business Days’ prior written ten days advance notice to Holdings, the BorrowerBorrower or any of their respective Subsidiaries, as the case may be, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Aleris will, and will cause each of its Restricted Subsidiaries to, (i) keep all material tangible property (other than intellectual property) necessary to the business of the Borrower Aleris and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Aleris and its Restricted SubsidiariesSubsidiaries (including, without limitation, statutory workers’ compensation insurance with respect to any work to be performed on or about any Mortgaged Property), and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. 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. The provisions of this Section 9.03 shall be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) The Borrower Aleris will, and will cause each of its Restricted Subsidiaries the other Credit Parties 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 such insurance (and any other insurance maintained by the Borrower Aleris and/or such Restricted SubsidiariesCredit Party) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), ) and (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent (or at least 10 days’ prior written notice in the case of non-payment of premium). The Borrowers shall, promptly following any request therefor from the Administrative Agent or Collateral Agent, deliver copies of all insurance maintained (and (iiia schedule showing the insurance maintained) shall be deposited with the Collateral Agentby Aleris and its Subsidiaries.
(c) If the Borrower Aleris or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower Aleris or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent shall have the right right, upon 10 days’ prior notice to Aleris (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower), to procure such insurance and Aleris and the Borrower agrees Borrowers jointly and severally agree to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring and maintaining such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, Keep all property useful and will cause each of necessary in its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (immaterial portions of such property and ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, obsolescence excepted);
(iib) maintain Maintain with financially sound and reputable insurance companies insurance on all its material property (including without limitation its material tangible Collateral) in at least such property amounts and against all at least such risks as is consistent and are usually insured against in accordance with industry practice for the same general area by companies similarly situated owning similar properties and engaged in the same or a similar businesses as the Borrower business; and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforwritten 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. Such insurance The Administrative Agent shall include physical damage insurance on all real and personal property (whether now owned be named as loss payee or hereafter acquired) on an all risk basis and business interruption insurance.
(b) The Borrower willmortgagee, and will cause each of as its Restricted Subsidiaries tointerest may appear, 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 casualty policies and/or additional insured with respect to any liability insurance providing coverage in respect of any Collateral, and each provider of any such insurance (and any other insurance maintained shall agree, by endorsement upon the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed policy or policies issued by it or by independent instruments furnished to the Collateral Administrative Agent’s reasonable satisfaction for , that it will give the benefit of the Collateral Administrative Agent thirty (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii30) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) days prior written notice of the cancellation thereof by the respective insurer to the Collateral Agentbefore any such policy or policies shall be altered or canceled, and (iii) shall be deposited with the Collateral Agent.
(c) If that no act or default of the Borrower or any of its Restricted Subsidiaries or any other Person shall fail 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 maintain carrier, policy number, expiration date, type and amount on SCHEDULE 5.5(B); and
(c) In case of any loss, 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 generally describing the nature and extent of such damage or destruction. In case of any loss, damage to or destruction of the Collateral of any Credit Party or any part thereof (i) such Credit Party, whether or not the insurance proceeds, if any, received on account of such damage or destruction shall be sufficient for that purpose, at such Credit Party's cost and expense, will promptly repair or replace the Collateral of such Credit Party so lost, damaged or destroyed and (ii) such insurance, if any, will be paid to such Credit Party to repair or replace said Collateral or to repay the Loans in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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 obligation2.7(b)(iv) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurancehereof.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, Company shall preserve and will cause each maintain the Project and all of its Restricted Subsidiaries tomaterial Properties, (i) keep all material property (other than intellectual property) owned, leased or otherwise possessed, that are necessary to for the conduct of its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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 insuranceexcepted).
(b) The Borrower will, Company shall maintain (or cause to be maintained) the insurance required to be maintained pursuant to Appendix A and will cause each of its Restricted Subsidiaries to, any additional insurance (if any) required to be maintained by it under the Material Project Documents. If at all times keep its property insured in favor any time any of the Collateral Agent, and all policies required insurance (including the limits or certificates (or certified copies deductibles thereof) with respect shall no longer be available on commercially reasonable terms, the Company shall procure substitute insurance coverage reasonably satisfactory to Ormat that is comparable to the required coverage and that is available on commercially reasonable terms. All such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) shall (i) provide that no cancellation, material reduction in amount or material change in coverage thereof shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit effective until at least thirty (30) days after receipt by Ormat of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable)written notice thereof, (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ name Ormat as mortgagee (or, in the event case of cancellation for nonpayment property insurance) or additional insured on behalf of premiumOrmat (in the case of liability insurance) or loss payee (in the case of property insurance), ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, as applicable and (iii) shall be deposited with the Collateral Agentreasonably satisfactory in all other respects to Ormat.
(c) If The Company shall promptly notify Ormat of any Event of Loss which is believed will exceed One Hundred Fifty Thousand Dollars ($150,000) individually, or Three Hundred Thousand Dollars ($300,000) in the Borrower aggregate. The Company shall promptly notify Ormat of each written notice received by it with respect to the cancellation of, adverse change in, or default under, any of its Restricted Subsidiaries shall fail insurance policy required to maintain insurance be maintained in accordance with this Section 8.03, or if the Borrower 5.06.
(d) No provision of this Section 5.06 or any provision of its Restricted Subsidiaries this Agreement or any other Financing Document or Project Document shall fail impose on Ormat any duty or obligation to so endorse and deposit all policies LIGHTNING DOCK CREDIT AGREEMENT -41- verify the existence or certificates with respect theretoadequacy of the insurance coverage maintained by the Company, nor shall Ormat be responsible for any representations or warranties made by or on behalf of the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice Company to the Borrower, to procure such any insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurancecompany or underwriter.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will ---------------------------------- cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of damage by casualty or condemnation excepted, and condemnation 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 Holdings or any of its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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 insuranceSubsidiaries operates.
(b) The Borrower Holdings will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower Holdings and/or such Restricted Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral AgentAgent and the other Secured Creditors.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect theretothereto as set forth in clause (b) of this Section 8.03, the Administrative Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and Holdings and the Borrower agrees jointly and severally agree 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 (Nm Licensing LLC)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain with financially sound and reputable insurance companies 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such .
(b) If the Borrower or any of its Subsidiaries shall fail to maintain insurance in accordance with this Section 9.03, the Administrative Agent shall include physical damage have the right (but shall be under no obligation) to procure such insurance on and the Borrower agrees to reimburse the Administrative Agent for all real reasonable costs and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption expenses of procuring such insurance.
(bc) The Borrower will, and will cause each of its Restricted Subsidiaries other Credit Party 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) insurance, (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee (in respect of property insurance) and/or additional insured, as applicableinsured (in respect of all insurance)), (ii) shall state that the insurers under such insurance policies respective insurer shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral AgentAgent prior to the cancellation of any such insurance policy, and (iii) shall be deposited with the Collateral Agent, in each case subject to any applicable provisions of the Xxx Intercreditor Agreement or the Pulitzer Intercreditor Agreement, as applicable.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Aleris will, and will cause each of its Restricted Subsidiaries to, (i) keep all material tangible property (other than intellectual property) necessary to the business of the Borrower Aleris and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Aleris and its Restricted SubsidiariesSubsidiaries (including, without limitation, statutory workers’ compensation insurance with respect to any work to be performed on or about any Mortgaged Property), and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. 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. 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) The Borrower Aleris will, and will cause each of its Restricted Subsidiaries the other Credit Parties 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 such insurance (and any other insurance maintained by the Borrower Aleris and/or such Restricted SubsidiariesCredit Party) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), ) and (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent (or at least 10 days’ prior written notice in the case of non-payment of premium). The Borrowers shall, promptly following any request therefor from the Administrative Agent or Collateral Agent, deliver copies of all insurance maintained (and (iiia schedule showing the insurance maintained) shall be deposited with the Collateral Agentby Aleris and its Subsidiaries.
(c) If the Borrower Aleris or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower Aleris or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent shall have the right right, upon 10 days’ prior notice to Aleris (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower), to procure such insurance and Aleris and the Borrower agrees Borrowers jointly and severally agree to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring and maintaining such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Parent will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Parent and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of loss or damage by casualty and or condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all the Collateral Rigs and other properties of the Parent and its Subsidiaries in at least such property amounts and against all such risks as is consistent and in accordance with normal industry practice for companies similarly situated owning similar properties and engaged in similar businesses as the Borrower and its Restricted Subsidiaries, insureds and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon at the written request thereforof the Administrative Agent or any Lender, full information as to a complete description of the material terms of insurance carried. Such In addition to the requirements of the immediately preceding sentence, the Parent will at all times cause insurance shall include physical damage of the types described in Schedule IX to (i) be maintained (with the same scope of coverage as that described in Schedule IX ) at levels which are at least as great as the respective amount described on Schedule IX and (ii) comply with the insurance on all real requirements of each Collateral Rig Mortgage and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insurancethe other Security Documents.
(b) The Borrower Parent will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower Parent and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation 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 other Secured Creditors, and (iiiiv) shall be deposited with the Collateral Agent.
(c) If the Borrower Parent or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower Parent or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Holdings and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. 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. The provisions of this Section 9.03 shall be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) The Borrower Holdings will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower Holdings and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation 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 other Secured Creditors, and (iiiiv) shall be deposited with the Collateral Agent.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower Holdings or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and Holdings and the Borrower agrees jointly and severally agree to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Short Term Credit Agreement (CURO Group Holdings Corp.)
Maintenance of Property; Insurance. (a) The Borrower will, Keep all property useful in and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the its business of the Borrower and its Restricted Subsidiaries in good working order and condition;
(b) Maintain, ordinary wear at Borrower’s sole cost and tear excepted expense, the following insurance: (i) comprehensive commercial general liability insurance (including public liability, general liability and subject business interruption insurance) for Borrower and Subsidiary Guarantors and insurance with respect to their property against such casualties, contingencies and risks and in at least such amounts and against at least such risks as are usually insured against in the occurrence of casualty and condemnation eventssame general area by companies engaged in the same or similar business, (ii) maintain “All-Risk” fire and extended coverage hazard insurance (including include fire, vandalism, sinkhole (if applicable) and malicious mischief coverage) covering the Property related to any Land owned by Borrower or any Subsidiary Guarantor in an aggregate amount of not less than 100% of the agreed upon full insurable replacement value of the Property, including coverage for loss of rents or business interruption; (iii) during the course of any construction, reconstruction, remodeling or repair of any Improvements, builders’ all-risk extended coverage insurance in amounts based upon the completed replacement value of the Improvements (excluding site improvements, below grade improvements, roads, foundations, parking areas, paths, walkways and like improvements) and endorsed to provide that occupancy by any person shall not void such coverage; (iv) insurance which complies with financially sound the workers’ compensation and reputable insurance companies insurance on employers’ liability laws of all such property and against all such risks as is consistent and states in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses as the which Borrower and Subsidiary Guarantors shall be required to maintain such insurance; and (v) such other insurance as Agent may reasonably require.
(c) Each insurance policy required under this Section shall: (i) be written by an insurance company authorized or licensed to do business in the state within which any Land is located having an Xxxxxx X. Best Company, Inc. rating of “A-“ or higher and a financial size category of not less than IX; (ii) be for terms of at least one year, with premium prepaid for the term of the policy; (iii) be subject to the reasonable approval of Agent as to insurance companies, amounts, content, forms of policies and expiration dates; (iv) name Agent, its Restricted Subsidiariessuccessors and assigns (1) as an additional insured and loss payee under all liability insurance policies, and (iii2) furnish to as the Administrative Agent and the Collateral Agentfirst mortgagee, promptly upon request thereforunder a standard non-contributory mortgagee clause, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, insurance policies and all policies loss of rents or certificates loss of business income insurance policies; and (or certified copies thereofv) with respect contain provisions providing for written notice to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ thirty (or30) days prior to any cancellation, termination or modification thereof (if, in the event case of any termination or modification, Borrower or any Subsidiary knows or has reason to know of such termination or modification), or of any coverage provided that if such cancellation or termination is due to non-payment of premiums, the time period for nonpayment of premium, such notice may not be less than ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(cd) If At least thirty (30) days prior to the expiration of any insurance policy required herein, Borrower shall furnish evidence satisfactory to Agent that such policy has been renewed or replaced or is no longer required.
(e) Notwithstanding the foregoing, in the event Borrower or any Subsidiary fails to maintain insurance accordance with this Section 6.7, and Agent elects to obtain insurance to protect its interests hereunder, Agent may obtain insurance in any amount and of its Restricted Subsidiaries any type Agent deems appropriate to protect Agent’s interest only and Agent shall fail have no duty or obligation to any Borrower or any Guarantor or Subsidiary to maintain insurance in accordance with this Section 8.03, any greater amount or if of any other type for the benefit of any Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies Guarantor or certificates with respect thereto, the Administrative Subsidiary. All insurance premiums incurred or paid by Agent shall have the right (but be at Borrower’s sole cost and expense. Agent’s election to obtain insurance shall not be under no obligation) upon five Business Days’ prior written notice deemed to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses waive any Event of procuring such insuranceDefault hereunder.
Appears in 1 contract
Maintenance of Property; Insurance. (a1) The Borrower willwill keep, and will cause each of its Restricted Subsidiaries toto keep, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of tear, casualty and condemnation eventsexcepted) and not commit or suffer any waste with respect to any of its material properties, (ii) maintain provided that the foregoing shall not -------- apply to property of a Foreign Subsidiary, which property is intended to be sold or otherwise disposed of in connection with financially sound and reputable insurance companies insurance on all the winding down or liquidation of 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 Foreign Subsidiary or any of its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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 insurancedivisions.
(b2) The Borrower willagrees to maintain, and will to cause each of its Restricted Subsidiaries to(other than Foreign Subsidiaries) to maintain, public liability insurance, third party property damage and replacement cost insurance on the Collateral under such policies of insurance, with such insurance companies, in such amounts and covering such risks as are at all times keep its property insured satisfactory to the Agent. All policies covering the Collateral are to name the Borrower and the Agent as additional insureds and loss payees in favor case of loss, as their interests may appear, and are to contain such other provisions as the Agent may reasonably require to fully protect the Agent's interest in the Collateral and to any payments to be made under such policies. Certificates of all insurance policies are to be delivered to the Agent (with true copies of such policies to be made available to the Agent) on or prior to the Closing Date, and such policies shall have all premiums with respect thereto currently paid and contain loss payable endorsements in the Agent's favor, and shall provide for not less than thirty (30) days prior written notice to the Agent, of the Collateral exercise of any right of cancellation. The Agent shall have the right, in the name of the Agent, the Borrower or any Subsidiary (other than a Foreign Subsidiary) of the Borrower, to file claims under such insurance policies, to receive and give acquittance for any payments that may be payable thereunder, and to execute any and all policies endorsements, receipts, releases, assignments, reassignments or certificates (other documents that may be necessary to effect the collection, compromise or certified copies thereof) with respect to settlement of any claims under any such insurance policies. The Borrower shall provide written notice to the Agent of the occurrence of any of the following events promptly and in any event within five (and 5) Business Days after the occurrence of such event: any material asset or property owned or used by any Borrower or any of the Borrower's Subsidiaries (other insurance maintained by the Borrower and/or such Restricted Subsidiariesthan a Foreign Subsidiary) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (includingis damaged or destroyed, without limitation, by naming the Collateral Agent as or suffers any other loss payee and/or additional insured, as applicable), or (ii) shall state that is, or the insurers under Borrower receives notice of the institution of any proceeding pursuant to which any such insurance policies shall endeavor asset or property could reasonably be expected to provide at least 30 days’ (orbe, condemned, confiscated or otherwise taken, in whole or in part, or the use thereof is otherwise diminished so as to render impracticable or unreasonable the use of such asset or property for the purposes to which such asset or property were used immediately prior to such condemnation, confiscation or taking, by exercise of the powers of condemnation or eminent domain or otherwise, and in either case the amount of the damage, destruction, loss or diminution in value is in excess of $1,000,000 (collectively, a "Casualty Loss"). The Borrower shall ------------- diligently file and prosecute its claim or claims for any award or payment in connection with a Casualty Loss. In the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice a Casualty Loss with respect to any of the cancellation thereof by Collateral, the respective insurer Borrower shall pay to the Collateral AgentAgent or deposit in the Concentration Account, promptly upon receipt thereof, any and (iii) shall be deposited with the Collateral Agent.
(c) If all insurance proceeds and payments received by the Borrower or any of its Restricted Subsidiaries shall fail (other than a Foreign Subsidiaries) on account of damage, destruction, loss, condemnation or eminent domain proceedings. The Agent may, at its election in its sole discretion either (a) apply the proceeds realized from Casualty Losses to maintain insurance in accordance with this Section 8.03, payment of accrued and unpaid interest or if outstanding principal under the Loans or (b) pay such proceeds to the Borrower to be used to repair, replace or rebuild the asset or property or portion thereof that was the subject of the Casualty Loss. No settlement on account of any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent shall have the right (but such Casualty Loss shall be under no obligation) upon five Business Days’ prior written notice to made without the Borrower, to procure consent of the Agent. The Agent may participate in any such insurance proceedings and the Borrower agrees shall deliver to reimburse the Administrative Agent such documents as may be requested by the Agent to permit such participation and shall consult with the Agent, its attorneys and agents in the making and prosecution of such claim or claims. The Borrower hereby irrevocably authorizes and appoints the Agent its attorney-in-fact to collect and receive for any such award or payment and to file and prosecute such claim or claims, which power of attorney shall be irrevocable and shall be deemed to be coupled with an interest, and the Borrower shall, upon demand of the Agent, make, execute and deliver any and all assignments and other instruments sufficient for the purpose of assigning any such award or payment to the Agent for all reasonable out-of-pocket costs the benefit of the Lenders, free and expenses clear of procuring such insuranceany encumbrances of any kind or nature whatsoever.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all such property in at least such amounts and against all at least 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 same general areas in which Holdings or any of its Subsidiaries operates, PROVIDED that Holdings and its Restricted SubsidiariesSubsidiaries may implement programs of self insurance (other than with respect to casualty insurance) in the ordinary course of business and in accordance with the industry standards for similarly situated companies so long as reserves are maintained in accordance with generally accepted accounting principles for the liabilities associated therewith, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower Holdings will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower Holdings and/or such Restricted Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming name the Collateral Agent as loss payee and/or additional insured, as applicable)to casualty insurance, (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be cancelled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral AgentAgent (or such shorter period of time as a particular insurance company policy generally provides), (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-contributing mortgage clause endorsement in favor of the Collateral Agent with respect to hazard or liability insurance, (v) shall, except in the case of public liability insurance, provide that any losses shall be payable notwithstanding any act or neglect of Holdings or any of its Subsidiaries and (iiivi) shall be deposited with the Collateral Agent.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse name and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) ), upon five Business Days’ 10 days prior written notice to the BorrowerBorrower (although no such notice shall be required to the extent same is not permitted to be given under applicable law), to procure such insurance and Holdings, WPIV and the Borrower agrees agree to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (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 or any of its Restricted SubsidiariesSubsidiaries operates, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly from time to time upon request thereforits request, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent -51- 58 as loss payee and/or additional insured, as applicable), ) and (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Collateral AgentAgent and the other Secured Creditors.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower 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 (Flowers Foods Inc)
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries taken as a whole in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain with financially sound and reputable insurance companies insurance on all such property in at least such amounts and against all at least 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 Restricted Subsidiariespractice, and (iii) furnish to the Administrative Agent and or the Collateral AgentRequired Lenders, promptly upon request thereforwritten request, full information as to the insurance carried. Such At any time that Holdings or any Subsidiary of Holdings fails to maintain insurance (other than property or business interruption insurance) at the levels maintained on the Effective Date, Holdings will, or will cause one of its Subsidiaries to, notify the Administrative Agent and the Required Lenders in writing within three Business Days thereof and, if thereafter notified by the Required Lenders to do so, Holdings or any such Subsidiary, as the case may be, shall include physical damage obtain such insurance on at such levels to the extent such insurance is reasonably available. In addition to the requirements of the immediately preceding sentence, Holdings and the Borrower will at all real and personal times cause property (whether now owned or hereafter acquired) on an all risk basis and business interruption insuranceinsurance of the type maintained on the Effective Date to be maintained (with the same scope of coverage as on the Effective Date) at levels which are at least as great as the respective amounts maintained on the Effective Date.
(b) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, at all times keep its insured 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 insurance maintained by the Borrower Holdings and/or such Restricted its Subsidiaries) (i) shall be endorsed to the Collateral Agent’s 's reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled or revised without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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, except in the case of public liability insurance, workers' compensation and cargo insurance, provide that any losses shall 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 proceeding relating to the insured properties or (D) any change in the title to or ownership or possession of the insured properties and (iiiv) shall be deposited with the Collateral Agent.
(c) . If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) ), upon five ten Business Days’ ' prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
(c) The foregoing requirements of this Section 8.03 shall not apply to any equipment or inventory of Holdings and its Subsidiaries which is subject to an Equipment Financing Transaction, so long as Holdings and its Subsidiaries are in material compliance with any similar requirements imposed by the terms of such Equipment Financing Transaction.
Appears in 1 contract
Samples: Credit Agreement (Universal Compression Holdings Inc)
Maintenance of Property; Insurance. (a) Schedule VIII sets forth a true and complete listing of all insurance (including self-insurance programs) maintained by Furniture Brands and its Restricted Subsidiaries as of the Third Restatement Effective Date. The Borrower Borrowers will, and will cause each of its their respective Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information as to the insurance carried. Such In addition to the requirements of the immediately preceding sentence, the Borrowers will at all times cause insurance shall include physical damage of the types described in Schedule VIII to be maintained (with the same scope of coverage as that described in Schedule VIII) at levels which are at least as great as the respective amount described opposite the respective type of insurance on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insuranceSchedule VIII under the column headed "Minimum Amount Required to be Maintained."
(b) The Borrower Except with respect to self-insurance programs listed on Schedule VIII, the Borrowers will, and will cause each of its their respective Restricted Subsidiaries to, at all times keep its property their respective prop- erty insured in favor of the Collateral Agent, and all policies (including Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Borrowers or any of their respective Restricted SubsidiariesSub- sidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insuredinsured (provided that Furniture Brands and its Restricted Subsidiaries shall be permitted to settle claims in an amount less than $10,000,000 per claim, so long as applicablethe proceeds from such claims are applied in accordance with Section 4.02(A)(d)), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 be payable notwithstanding (A) any act or neglect of the Borrowers or any of their respective Restricted 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 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 and (iiivi) shall be deposited with the Collateral AgentAgent if such coverage is available at commercially reasonable rates.
(c) If the Borrower Borrowers or any of its their respective Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower Borrowers or any of its their respective Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written after giving notice to the Borrower, Furniture Brands (but not requiring any consent from Furniture Brands) to procure such insurance and the Borrower agrees Borrowers agree to jointly and severally reimburse the Administrative Agent or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Furniture Brands International Inc)
Maintenance of Property; Insurance. (a) The Borrower Schedule V sets forth a true and complete listing of all insurance maintained by Holdings, and its Subsidiaries as of the Second Restatement Effective Date. Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such In addition to the requirements of the immediately preceding sentence, Holdings and the Borrower will at all times cause insurance shall include physical damage 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 all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insurance.Schedule V under the column headed "Minimum to be Maintained. "
(b) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, at all times keep its 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 insurance maintained by the Borrower and/or such Restricted Subsidiaries) or
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 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 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 (iiivi) shall be deposited with the Collateral Agent.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Managing Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Managing Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Chancellor Radio Broadcasting Co)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (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 Restricted SubsidiariesSubsidiaries (including, without limitation, general liability insurance policies and American Nuclear Insurance policies) and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. In addition to the requirements of the immediately preceding sentence, the Borrower 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 Initial Borrowing 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. 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) The Borrower will, and will cause each of its Restricted 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 such all property insurance (and any other general liability and excess liability insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice thereof (or 10 days’ prior written notice thereof in the case of the cancellation thereof non-payment of premium) by the respective insurer to the Collateral Agent, and (iii) shall shall, in the case of such certificates, be deposited with the Collateral Agent (provided that such policies shall also be required to be deposited with the Collateral Agent upon the request of the Collateral Agent).
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.thereto as required by this Section
Appears in 1 contract
Samples: Credit Agreement (Duratek Inc)
Maintenance of Property; Insurance. (a) The Borrower Schedule 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 of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such In addition to the requirements of the immediately preceding sentence, Holdings and the Borrower will at all times cause insurance shall include physical damage 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 all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insuranceSchedule V under the column headed "Maximum Amount Required to be Maintained."
(b) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, at all times keep its 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 insurance maintained by the Borrower and/or such Restricted Holdings or any of its Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 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 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 (iiivi) shall be deposited with the Collateral AgentAgent if such coverage is available at commercially reasonable rates.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Domestic Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Domestic Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Restricted Domestic Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefortherefor (at the direction of the Required Lenders), full information as to the insurance carried. Such insurance The provisions of this Section 9.03 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 be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) If at any time any improvement on a parcel of Real Property is 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 of its Domestic Subsidiaries to, at 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, each as amended from time to time.
(c) The Borrower will, and will cause each of its Restricted Domestic 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Debtor in Possession Credit Agreement (Walter Energy, Inc.)
Maintenance of Property; Insurance. (a) Schedule V sets forth a true and complete listing of all insur ance maintained by the Borrower and its Subsidiaries as of the Effective Date. The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least such risks as is consistent and in accordance with industry practice for companies similarly situated owning similar properties practice, provided that with respect to each Mortgaged Property, such insurance shall be maintained in such amounts as are set forth opposite each such Mortgaged Property on Schedule II, (iii) maintain, to the extent available, on a nonrated basis by reputable insurers, policies of key-man life insurance of $10,000,000 on Xx. Xxx X. Waller (and engaged in similar businesses as $5,000,000 on each chief executive officer of the Borrower and its Restricted Subsidiariessubsequent to Xx. Xxxxxx) which policies shall be assigned to the Collateral Agent as collateral security for the obligations of the Borrower hereunder, and (iiiiv) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such At any time that insurance at levels described on Schedule V is not being maintained by the Borrower or any Subsidiary of the Borrower, the Borrower will notify the Banks in writing within three Business Days thereof and, if thereafter notified by the Required Banks to do so, the Borrower or any such Subsidiary, as the case may be, shall include physical damage obtain insurance at such levels at least equal to those set forth on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insuranceSchedule V to the extent then generally available.
(b) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, and all policies (in cluding Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted SubsidiariesBorrower) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Col lateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be can celled or revised without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (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 favor of the Col lateral 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 be deposited payable notwithstanding (A) any act or neglect of the Bor rower 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 ob tainable 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 depos ited with the Collateral Agent.
(c) . If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail so to so endorse and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the properties and equipment used in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of loss or damage by casualty and or condemnation eventsexcepted), (ii) maintain in full force and effect insurance with financially sound reputable and reputable solvent insurance companies insurance carriers on all its property in at least such property and amounts, against all at least such risks and with such deductibles or self-insured retentions 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Lender, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its their respective property insured in favor of the Collateral Agent, and all policies (including the Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted or any of its Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (includingas certificate holder, without limitation, by naming the Collateral Agent as mortgagee and loss payee and/or with respect to Real Property, certificate holder and loss payee with respect to personal property and additional insured, as applicableinsured with respect to general liability and umbrella liability coverage), and (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled or materially revised without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Each of the Parent, Holdings and the Borrower will, and will cause each of its Restricted their Subsidiaries to, (i) keep all property material property (other than intellectual property) necessary to the business conduct of the Borrower and its Restricted Subsidiaries business, taken as a whole, in good reasonable working order and condition, subject to ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain insurance on its property with financially sound reputable and reputable solvent insurance companies insurance on all in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Lender, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower Parent will, and will cause each of its Restricted Subsidiaries to, at all times keep its 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 insurance maintained by the Borrower and/or Parent or any such Restricted Subsidiaries) Subsidiary)
(i) shall be endorsed to the Collateral Agent’s 's reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or, to the extent permitted by applicable law, as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be canceled without 30 days’ ' prior written notice thereof (or, or 10 days' prior written notice in the event case of cancellation for nonpayment the non-payment of premium, ten (10premiums) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Agent and (iii) shall be deposited with the Collateral Agent. Notwithstanding the foregoing, if the Collateral Agent receives insurance proceeds which are not required to be applied to repay the Term Loans pursuant to Section 4.02(i), such proceeds shall be distributed to the Parent or its applicable Subsidiary, as the case may be.
(c) If the Borrower Parent or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower Parent or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) ), upon five Business Days’ prior written notice to the Parent and the Borrower, to procure such insurance insurance, and the Parent and the Borrower agrees agree to reimburse the Administrative Agent or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Aearo CO I)
Maintenance of Property; Insurance. (a) Schedule X sets forth a true and complete listing of all insurance maintained by the Borrower and its Subsidiaries as of the Effective Date. The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such At any time that insurance at levels described on Schedule X is not being maintained by the Borrower or any of its Subsidiaries, the Borrower will notify the Banks in writing within three Business Days thereof and, if thereafter notified by the Required Banks to do so, the Borrower or any such Subsidiary, as the case may be, shall include physical damage obtain insurance at such levels at least equal to those set forth on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insuranceSchedule X to the extent then generally available.
(b) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its their respective property insured in favor of the Collateral Agent, and all policies (including mortgage policies, if any) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted or any of its Subsidiaries) ): (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), ; (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be cancelled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral AgentAgent (except 10 days prior written notice with respect to non-payment); (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 noncontributory mortgagee clause endorsement in favor of the 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 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 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; and (iiivi) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Autotote Corp)
Maintenance of Property; Insurance. (a) The Borrower Schedule II sets forth a true and complete listing of all insurance maintained by Holdings and each of its Subsidiaries as of the Initial Borrowing Date, which Schedule shall be delivered on or prior to the Initial Borrowing Date and shall be in form and substance satisfactory to the Administrative Agent and the Required Banks. Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual propertyincluding Leaseholds) useful and necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiariesare described on Schedule II, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such insurance shall include physical damage Within 120 days after the Effective Date, the Borrower will obtain and thereafter will maintain and keep in full force and effect key-man life insurance on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption the life of Xxxxxx Xxxxxxx in the amount of $5,000,000. The Collateral Agent shall be the loss payee with respect to such insurance. 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) The Borrower willHoldings will at all times keep, and will cause each of its Restricted Subsidiaries to(other than Residentclub) to keep, at all times keep its property insured in favor of the Collateral Agent, and all policies (including mortgage policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted SubsidiariesHoldings or its Subsidiaries (other than employee benefit insurance)) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or and naming the Collateral Agent, the Administrative Agent and each Bank as an additional insured, as applicable)) with respect to Collateral, (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled or revised without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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, (iv) shall contain the standard noncontributory mortgagee clause endorsement in 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 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 proceeding relating to the insured properties or (D) any change in the title to or ownership or possession of the insured properties and (iiivi) shall be deposited with the Collateral Agent.
(c) . If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.037.03, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower Holdings agrees to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Schedule VII sets forth a true and complete listing of all insurance maintained by Holdings and its Subsidiaries as of the Restatement Effective Date. Parent will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the insurance carried. Such In addition to the requirements of the immediately preceding sentence, Parent, Holdings and the Borrower will at all times cause insurance shall include physical damage 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 at least as great as the respective amount described opposite the respective type of insurance on all real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insuranceSchedule VII under the column headed "Maximum Amount Required to be Maintained."
(b) The Borrower Parent will, and will cause each of its Restricted Subsidiaries to, at all times keep its 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 insurance maintained by the Borrower and/or such Restricted Parent or any of its Subsidiaries) )
(i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 be payable notwithstanding (A) any act or neglect of 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 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 (iiivi) shall be deposited with the Collateral AgentAgent if such coverage is available at commercially reasonable rates.
(c) If the Borrower Parent or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.037.03, or if the Borrower Parent or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Credit Agreement (Capstar Radio Broadcasting Partners Inc)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all such property in at least such amounts and against all at least 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 same general areas in which the Borrower and or any of its Restricted SubsidiariesSubsidiaries operates, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefortogether with each set of financial statements delivered pursuant to Section 7.01(c), full information as to the insurance carried. Such At any time that insurance at or above the levels described on Schedule IX is not being maintained by the Borrower or any Subsidiary of the Borrower, the Borrower will, or will cause one of its Subsidiaries to, promptly notify the Administrative Agent in writing and, if thereafter reasonably requested by the Administrative Agent or the Required Lenders to do so, the Borrower or any such Subsidiary, as the case may be, shall include physical damage obtain such insurance on all real at such levels and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insurancecoverage which are at least as great as those described in Schedule IX to, the extent such insurance is reasonably available at a reasonable expense.
(b) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Administrative Agent, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to name the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Administrative Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ thirty (or, in the event of cancellation for nonpayment of premium, ten (1030) days’) ' prior written notice of the cancellation thereof by the respective insurer to the Collateral AgentAdministrative Agent (or at least ten (10) days in the case of nonpayment of premium), and (iii) shall provide that the respective insurers irrevocably waive any and all rights of subrogation with respect to the Administrative Agent and the Secured Creditors and (iv) shall contain the standard non-contributing mortgage clause endorsement in favor of the Administrative Agent with respect to hazard liability insurance, (v) shall, except in the case of public liability insurance, provide that any losses shall be deposited with payable notwithstanding (A) any act or neglect of the Collateral AgentBorrower 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.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.037.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Debtor in Possession Credit Agreement (Weblink Wireless Inc)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Material Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty events, and condemnation eventsother than property that has become worn-out, defective, obsolete or not used or useful in the 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 Borrower and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such insurance The provisions of this Section 9.03 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 be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) If 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 of its Subsidiaries to, at 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, each as amended from time to time.
(c) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Each Borrower willand Guarantor shall, and will shall cause each of its Restricted Subsidiaries to, any Subsidiary to (i) at all times, keep all material property (other than intellectual property) useful and necessary to in the business of the Borrower Parent and its Restricted Subsidiaries Subsidiaries, taken as a whole, in good working order and condition, ordinary wear condition and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain with financially sound and reputable insurance companies insurance on all property material to the business of Parent and its Subsidiaries, taken as a whole, in at least such property amounts (subject to customary deductibles with respect to policies of insurance issued by third parties and self-insured retentions other than, as to such self-insured retentions, with respect to Revolving Loan Priority Collateral having an aggregate value in excess of $500,000) and against all at least such risks (but including in any event public liability, product liability and business interruption) as is are consistent with the past practices of the Parent and its Subsidiaries and otherwise as are usually insured against in accordance with industry practice for the same general area by companies similarly situated owning similar properties and engaged in the same or a similar businesses as the Borrower and its Restricted Subsidiaries, and business; (iiiii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information in reasonable detail as to the insurance carried; and (iii) ensure that at all times Agent shall be named as additional insured with respect to liability policies (but without any liability for any premiums) and as a loss payee as its interests may appear with respect to casualty insurance policies pursuant to a non-contributory lender’s loss payable endorsements in form and substance satisfactory to Agent. Such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall include physical damage be payable to Agent as its interests may appear and further specify that Agent and Lenders shall be paid regardless of any act or omission by any Borrower, Guarantor or any of its or their Affiliates. All such policies shall provide for at least thirty (30) prior written notice to Agent of any cancellation or reduction of coverage. At any time an Event of Default exists or has occurred and is continuing, subject to the Intercreditor Agreement, Agent may act as attorney for each Borrower and Guarantor in obtaining, adjusting and settling such insurance on all real with respect to Revolving Loan Priority Collateral. Unless and personal property until an Event of Default or a Dominion Event exists or has occurred and is continuing (whether now owned including after giving effect to any event giving rise to any claim under such insurance polices, including, but not limited to, any reduction in the Borrowing Base as a result of any loss, damage, destruction or hereafter acquiredother casualty with respect to any Collateral giving rise to any insurance claim), (A) on an all risk basis Agent shall turn over to Administrative Borrower any amounts received by it as loss payee under any casualty insurance maintained by Parent and business interruption its Subsidiaries, the disposition of such amounts to be subject to the mandatory prepayments provided for herein and (B) Parent and/or the applicable Borrower or Guarantor shall have the sole right to adjust or settle any claims under such insurance.
(b) With respect to any Real Property of Borrowers and Guarantors 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 Borrower or Guarantor shall maintain or cause to be maintained, flood insurance to the extent required by law.
(ii) The applicable Borrower willor Guarantor promptly shall comply with and conform to (A) all provisions of each such insurance policy, and will cause each of its Restricted Subsidiaries to, at (B) all times keep its property insured in favor requirements of the Collateral Agentinsurers applicable to such party or to such property or to the use, and all policies manner of use, occupancy, possession, operation, maintenance, alteration or certificates (repair of such property, except for such non-compliance or certified copies thereof) non-conformity as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The applicable Borrower or Guarantor shall not use or permit the use of such property in any manner which could reasonably be expected to result in the cancellation of any insurance policy or could reasonably be expected to void coverage required to be maintained with respect to such insurance property pursuant to Section 9.5(a).
(and iii) If any other insurance maintained by Borrower or Guarantor is in default of its obligations to insure or deliver any such prepaid policy or policies, the Borrower and/or such Restricted Subsidiaries) (i) shall result of which could reasonably be endorsed expected to the Collateral have a Material Adverse Effect, then Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, its option upon ten (10) days’) prior ’ written notice to Administrative Borrower, may effect such insurance from year to year at rates substantially similar to the rate at which such Borrower or Guarantor had insured such property, and pay the premium or premiums therefor, and Borrowers shall pay to Agent on demand such premium or premiums so paid by Agent, which shall be part of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral AgentObligations.
(civ) If the Borrower such property, or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03part thereof, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance destroyed or damaged and the reasonably estimated cost thereof would exceed $5,000,000 Administrative Borrower agrees shall give prompt notice thereof to reimburse Agent. All insurance proceeds paid or payable in connection with any damage or casualty to any property shall be applied in the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurancemanner specified in Section 9.5(a).
Appears in 1 contract
Samples: Loan and Security Agreement (Nci Building Systems Inc)
Maintenance of Property; Insurance. (a) The Borrower willwill keep, and will cause each of its Restricted Subsidiaries toSubsidiary to keep, (i) keep all material property (other than intellectual property) useful and necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted excepted.
(b) The Borrower will maintain, and subject will cause each of its Subsidiaries to the occurrence of casualty and condemnation eventsmaintain, (ii) maintain with financially sound and reputable insurance companies companies, insurance on all its property in at least such property amounts (including deductibles) and against all at least such risks as is consistent and are usually insured against in accordance with industry practice for the same general area by companies similarly situated owning similar properties and engaged in the same or a similar businesses as business; provided, that such insurance shall (i) insure the property of the Borrower and its Restricted SubsidiariesSubsidiaries (other than motor vehicles) against all risk of physical damage including, without limitation, loss by fire, explosion, theft and such other casualties as may be reasonably satisfactory to the Administrative Agent, but in no event in an amount less than the replacement cost value thereof, and (iiiii) furnish insure the Borrower, its Subsidiaries, the Collateral Agent, the Administrative Agent and the other Secured Parties against comprehensive general and automobile liability in an amount not less than $1,000,000 per occurrence under primary insurance policies, with not less than $45,000,000 per occurrence coverage under umbrella insurance policies for personal injury, bodily injury and property damage relating to the Borrower's and its Subsidiaries' property and operations, such policies to be in such form and amounts and having such coverage as may be reasonably satisfactory to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. Such All such insurance shall include physical damage insurance on all real and personal property (whether now owned or hereafter acquiredi) on an all risk basis and business interruption insurance.
(b) The Borrower will, and will cause each contain a breach of its Restricted Subsidiaries to, at all times keep its property insured warranty clause in favor of the Collateral Agent, the Administrative Agent, and the other Secured Parties in all physical damage insurance policies and have a severability of interest clause in all liability insurance policies, (ii) provide that no cancellation, material reduction in amount or certificates material change in coverage thereof shall be effective until at least 30 days after written notice to the Administrative Agent thereof, (or certified copies thereofiii) name the Administrative Agent as loss payee for physical damage insurance with respect to property as to which a Lien has been granted, with the right to adjust the same (provided, that (a) with respect to property to which a Lien permitted hereunder has been granted to another creditor, such other creditor may also be named as loss payee, with payment to be made as their interests may appear and (b) the proceeds of any such physical damage insurance shall be applied in the manner set forth in Section 2.8(c)) and name the Collateral Agent, the Administrative Agent and the other Secured Parties as additional insureds for liability insurance, with the Administrative Agent having the right to adjust the same, (iv) state that neither the Administrative Agent nor the Collateral Agent nor any of the other Secured Parties shall be responsible for premiums, commissions, club calls, assessments or advances, (v) shall contain a waiver of all rights of set-off, counterclaim, deduction or subrogation against the Collateral Agent, the Administrative Agent and any the other Secured Parties (vi) be reasonably satisfactory in all other respects (including deductibles) to the Administrative Agent with respect to physical damage exposures.
(c) The Borrower will furnish to the Administrative Agent prior to the Closing Date, a schedule, a copy of which is annexed as Schedule IV, describing all insurance maintained by the Borrower and/or such Restricted and its Subsidiaries, which schedule shall set forth, for each insurance policy, the policy number, the scope of coverage, the policy limits and deductibles, the insurer (and reinsurers, if applicable) and the expiration date.
(id) shall be endorsed The Borrower will furnish to the Collateral Administrative Agent’s reasonable satisfaction , with a copy for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited original certificates of insurance complying with the Collateral Agent.
(c) If the Borrower or any requirements of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.038.3 set forth above and containing signatures of duly authorized representatives of the insurer on the Closing Date and at all times prior to policy termination, cessation or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurancecancellation.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower willshall, and will shall cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) useful or necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) excepted); maintain with financially sound and reputable insurance companies or associations insurance on all such of its property in at least such amounts and against all such risks as is consistent and are usually insured against in accordance with industry practice for the same general area by companies similarly situated owning similar properties and engaged in the same or a similar businesses as the Borrower business (including casualty, liability, fire, flood, business interruption, earthquake and its Restricted Subsidiaries, workers’ compensation); and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information as to the insurance carried. All such policies of insurance on the property of the Borrower and the Subsidiaries shall contain an endorsement, in form and substance reasonably satisfactory to 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 include physical damage be altered or canceled. All policies of insurance on required to be maintained under this Agreement shall be in customary form and with insurers reasonably acceptable to the Agent and all real 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 personal property effectiveness of each policy of insurance 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 (whether now owned or hereafter acquiredactual, if available) on an amount of such loss. Further, the Borrower and its Subsidiaries shall maintain all risk basis and business interruption insuranceinsurance required under the other Loan Documents.
(bi) The Each policy for liability insurance shall provide for all losses to be paid on behalf of the Agent and the Borrower willor Subsidiary (as the case may be), as their respective interests may appear, and will cause each policy for property damage insurance shall, to the extent applicable to equipment and inventory, provide for all losses (except for losses of its Restricted Subsidiaries toless than $500,000 per occurrence, at all times keep its property insured in favor of which may be paid directly to the Collateral Borrower or such Subsidiary, as applicable) to be paid directly to the Agent, and all policies or certificates .
(or certified copies thereofii) with respect to such insurance (and Reimbursement under any other liability insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall or its Subsidiaries pursuant to this Section 5.5 may be endorsed paid directly to the Collateral Agent’s reasonable satisfaction for Person who shall have incurred liability covered by such insurance. In the benefit case of the Collateral Agent (including, without limitation, by naming the Collateral Agent any loss involving damage to equipment or inventory as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and which clause (iii) of this Section 5.5 is not applicable, the Borrower will make or cause to be made the necessary repairs to or replacements of such equipment or inventory, and any proceeds of insurance maintained by the Borrower or its Subsidiaries pursuant to this Section 5.5 shall be deposited with paid by the Collateral AgentAgent to the Borrower or such Subsidiaries, upon presentation of invoices and other evidence of obligations, as reimbursement for the costs of such repairs or replacements.
(ciii) If Upon the Borrower occurrence and during the continuance of a Default, all insurance proceeds in respect of such equipment or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent shall have the right (but inventory shall be under no obligation) upon five Business Days’ prior written notice paid to the BorrowerAgent and applied in repayment of the Loans, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insuranceas set forth in Section 2.7.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Borrowers will, and will cause each of its their respective Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the such Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, and (ii) maintain with financially sound and reputable insurance companies insurance on all such material property (other than intellectual property) and against all such risks as is consistent and in accordance with industry practice customary for companies similarly situated owning similar properties and engaged in the same or similar businesses as the Administrative Borrower and its Restricted Subsidiaries, and Subsidiaries (iii) furnish to including through self-insurance). Promptly following the Administrative Agent and reasonable request of the Collateral Agent, promptly upon request thereforacting at the direction of the Required Lenders, the Borrowers and the other Credit Parties will furnish to the Collateral Agent full information as to the their property and liability insurance carried. Such insurance shall include physical damage insurance on all real and personal property carriers (whether now owned or hereafter acquired) on absent an all risk basis and business interruption insuranceEvent of Default, limited to one request per year).
(b) The Borrower Borrowers will, and will cause each of its Restricted Subsidiaries Credit Party 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 such general liability, property casualty insurance (and any other excess umbrella coverage insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 thirty (30) days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent., in each case, subject to the Revolver Intercreditor Agreement.
(c) If the Administrative Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if any of the Borrower Borrowers or any of its Restricted Subsidiaries the other Credit Parties shall fail to so endorse and deposit all policies or certificates in accordance with respect theretoSection 8.03(b) above, the Administrative Agent shall have the right (but shall be under no obligation) upon five (5) Business Days’ prior written notice to the Administrative Borrower, to procure such insurance and the Borrower 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) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain with financially sound and reputable insurance companies 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such .
(b) If the Borrower or any of its Subsidiaries shall fail to maintain insurance in accordance with this Section 9.03, the Administrative Agent shall include physical damage have the right (but shall be under no obligation) to procure such insurance on and the Borrower agrees to reimburse the Administrative Agent for all real reasonable costs and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption expenses of procuring such insurance.
(bc) The Borrower will, and will cause each of its Restricted Subsidiaries other Credit Party 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee (in respect of property insurance) and/or additional insured, as applicableinsured (in respect of all insurance)), (ii) shall state that the insurers under such insurance policies respective insurer shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral AgentAgent prior to the cancellation of any such insurance policy, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower willHoldings shall, and will shall cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in reasonably good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable insurance companies insurance on all such property in at least such amounts and against all at least 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 same general areas in which Holdings or any of its Restricted SubsidiariesSubsidiaries operates, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforon each date on which financial statements are delivered pursuant to Section 7.01(a), full information as to the insurance carried. 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) The Borrower willHoldings shall, and will shall cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, and all policies or certificates of an insurance broker (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower Holdings and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be cancelled without at least 30 days’ ' prior written notice thereof (or, or 10 days' prior written notice in the event case of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Agent (or such shorter period of time as a particular insurance company policy generally provides) and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance insure its property in accordance with this Section 8.037.05, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and Holdings and the Borrower agrees agree to reimburse the Administrative Collateral Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Each Borrower will, ---------------------------------- and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property maintain in full force and effect insurance with reputable and solvent insurers in such amounts, covering such risks and liabilities and with such deductibles or self-insured retentions as are in favor accordance with normal industry practice. The US Borrower will furnish on the Restatement Effective Date and annually thereafter with the financial statements delivered pursuant to Section 7.01(a) to the Administrative Agent a summary of the Collateral Agent, and all policies or certificates (or certified copies thereof) with insurance carried in respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (includingUS Borrower and its Subsidiaries and the assets of the US Borrower and its Subsidiaries together with certificates of insurance and other evidence of such insurance, without limitationif any, by naming the Collateral Agent as an additional insured (in the case of liability policies) and/or loss payee and/or additional insured, as applicable(in the case of casualty policies), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agentextent of its interests therein.
(cb) If the US Borrower or any of its Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.037.03, or if the US Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the US Borrower agrees to reimburse the Administrative Agent or the Collateral Agent as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep Keep all material property (other than intellectual property) useful or necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, except to the extent the failure to do so could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, (ii) preserve or renew all of its Intellectual Property, except to the extent (x) such Intellectual Property is no longer used in the conduct of the business of the Loan Parties or (y) such non-renewal or non-preservation is otherwise permitted under this Agreement or the other Loan Documents, (iii) maintain with financially sound and reputable insurance companies companies, insurance on all such property with respect to its properties and against all such risks as is businesses in a manner consistent and in accordance with industry practice for companies similarly situated owning similar properties and engaged in similar businesses (it being agreed by the Administrative Agent that the insurance policies, the amounts of coverage and the companies used by the Loan Parties and their Subsidiaries on the Closing Date are satisfactory to the Administrative Agent) and (iv) ensure that subject to the ABL/Term Loan Intercreditor Agreement at all times the Collateral Agent for the benefit of the Secured Parties, shall be named as an additional insured with respect to liability policies (other than worker’s compensation policies and public liability policies) and the Collateral Agent for the benefit of the Secured Parties and shall be named as loss payee with respect to the property insurance (other than public property policies) maintained by Holdings, the Borrower and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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 insuranceeach Subsidiary Guarantor.
(b) The Borrower Within 60 days after the Closing Date (or such longer period as the Administrative Agent may agree in its sole discretion), Holdings will, and will cause each of its Restricted Subsidiaries (i) to, at all times keep its property constituting Collateral insured in favor of the Collateral AgentAgent as loss payee and/or additional insured (subject to the exceptions in the immediately preceding paragraph), as applicable, and (ii) to cause all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower Holdings and/or such Restricted Subsidiaries) (ix) shall to be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), ) and (iiy) shall to use commercially reasonable efforts to state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ prior written notice (or, in the event or if such cancellation is by reason of cancellation for nonpayment of premium, at least ten (10) days’) ’ prior written notice of the cancellation notice) thereof by the respective insurer to the Collateral Agent, and Agent (iii) shall be deposited with the Collateral Agentunless it is such insurer’s policy not to provide such a statement).
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Abl Credit and Guarantee Agreement (Janus International Group, Inc.)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. 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) The Borrower will, and will cause each of its Restricted 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 such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 thirty (30) days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five (5) Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower 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 (Radio One, Inc.)
Maintenance of Property; Insurance. (a) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, (i) keep keep, in all material respects, all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain with financially sound and reputable third party insurance companies insurance (except to the extent of any self-insurance reasonable and customary for similarly situated Persons engaged in the same or similar businesses as Holdings and its Subsidiaries) 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 Holdings and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its written request therefor, full information as may be requested as to the insurance carried. Such insurance The provisions of this Section 9.03 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 be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.
(b) The Borrower Holdings will, and will cause each of its Restricted Subsidiaries to, at all times keep its property constituting Collateral insured in favor of the Collateral AgentAgent as loss payee and/or additional insured, as applicable, and all policies or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower Holdings and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, Agent (unless it is such insurer’s policy not to provide such a statement) and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower Holdings or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.039.03, or if the Borrower Holdings or any of its Restricted 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) upon five Business Days’ prior ), on or after the date that is 20 days after Holdings or the Borrower has received written notice from the Administrative Agent of its intention to the Borrowerdo so, to procure such insurance and the Borrower 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 (Town Sports International Holdings Inc)
Maintenance of Property; Insurance. (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) shall keep all material property (other than intellectual property) useful and necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) ; maintain all workers' compensation insurance required by law; maintain with financially sound and reputable insurance companies insurance on all such of its real and personal property in amounts consistent with past practices of Borrower in amounts sufficient to insure one hundred percent (100%) of the actual replacement costs thereof (subject to normal deductibles and/or self-insured retentions in amounts not in excess of the amounts in place as of the date of this Agreement) and against all at least such risks as is consistent and are usually insured against in accordance with industry practice for the same general area by companies similarly situated owning similar properties and engaged in the same or a similar businesses business, or, in case of an Event of Default, as the Borrower and its Restricted SubsidiariesLender may reasonably specify from time to time, that Lender may reasonably request from time to time, and (iii) furnish to the Administrative Agent and the Collateral AgentLender, promptly upon request thereforafter written request, full any information as to the insurance carried. 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) The If Borrower willfails to do so, and will cause each of its Restricted 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 Lender may obtain such insurance (and any other insurance maintained by charge the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed cost thereof to Borrower's account and add it to the Collateral Agent’s reasonable satisfaction for Obligations. Borrower agrees that, if any loss should occur, the benefit proceeds of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (ii) shall state that the insurers under all such insurance policies may be applied to the payment of all or any part of the Obligations, as Lender may direct, subject to the terms of the Intercreditor Agreement, Lender shall endeavor be named an additional named insured, lender loss payee and mortgagee on such insurance policies, as the case may be, to provide at least 30 days’ (or, in the extent that such policies insure the Collateral. In the event of any casualty, and as may be limited by the terms of the Intercreditor Agreement, Borrower shall be entitled to retain insurance proceeds for the purpose of repairing or replacing the insured property, provided that Borrower promptly executes and delivers to Lender such documents, instruments, financing statements or other agreements as may be necessary to perfect the security interest of Lender in all such property. All policies shall provide for at least thirty (30) days' written notice of cancellation for to Lender, except premium nonpayment of premium, cancellation which shall be ten (10) days’) prior ' written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agentnotice.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Subordinated Loan and Security Agreement (Qep Co Inc)
Maintenance of Property; Insurance. (a) The Borrower Holdings and the Company will, and will cause each of its Restricted their Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain at all times as to all Xxxxxxx Vessels except the American Challenger a Det Norske Veritas class survey or certification at least equal to that reflected in Schedule 7.26(a) (or, if such Vessel is acquired after the Effective Date, at least equal to that in effect at the time of such acquisition) and comply with all audit and other requirements in connection with such class survey or certification, and (iii) comply with all applicable requirements relating to condition of Vessels contained in any Vessel Mortgage.
(b) Holdings and the Company will, and will cause each of their Subsidiaries to, 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 Holdings and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agenta Holder, promptly upon such Holder’s request therefor, full information as to the insurance carried. Such insurance The provisions of this Section 8.03 shall include physical damage insurance on all real be deemed supplemental to, and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption not in replacement of, the provisions of any Security Documents that require the maintenance of insurance.
(bc) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, and all policies or certificates Agent (or certified copies thereofcollateral trustee on its behalf) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent Senior Creditors shall be named as loss payee and/or additional insuredor mortgagee, as applicableits interest may appear, with respect to all such property and casualty policies and additional insured with respect to all such other policies (other than workers’ compensation and employee health policies), (ii) shall state that the insurers under and each provider of any such insurance shall agree, by endorsement upon the policy or policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof issued by the respective insurer it or by independent instruments furnished to the Collateral Agent, that if the insurance carrier shall have received written notice from the Collateral Agent of the occurrence of an Event of Default, the insurance carrier shall pay all proceeds otherwise payable to the Company and its Subsidiaries under such policies directly to the Collateral Agent (iii) which agreement shall be deposited with evidenced by a “standard” or “New York” lender’s loss payable endorsement in the name of the Collateral Agent.
(cAgent on Accord Form 27 or other customary form) If and that it will give the Borrower Collateral Agent no less than 30 days’ prior written notice before any such policy or policies shall be altered or canceled, and, that no act or default of the Company or any of its Restricted Affiliates or any other Person shall affect the rights of the Collateral Agent (or any collateral trustee appointed by it), or the Holders under such policy or policies.
(d) If Holdings or any of its Subsidiaries shall fail to maintain insurance in accordance with this Section 8.038.03 or pursuant to the terms of any Security Document, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Required Holders or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance insurance, and Holdings and the Borrower agrees Company each agree to reimburse the Administrative Agent Required Holders or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Each of SCIS and Caterair will, and will cause each of its Restricted respective Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain property insurance with financially sound and reputable insurance companies insurance on all such its property and for the lower of replacement cost or market value against all such risks as is consistent applicable per property location, (iii) maintain public liability insurance with financially sound and reputable insurance companies in accordance such amounts and coverage as determined in good faith by senior management of SCIS or Caterair to be appropriate for SCIS, Caterair and their respective Subsidiaries, (iv) maintain workers' compensation insurance with industry practice for financially sound and reputable insurance companies similarly situated owning similar properties and engaged in similar businesses as the Borrower and its Restricted Subsidiariesstatutorily required by each applicable locale, and (iiiv) furnish to the Administrative Agent and the Collateral Agenteach Bank, promptly upon request thereforwritten request, full information as to the all insurance carried. 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) The Borrower Each of SCIS and Caterair will, and will cause each of its Restricted respective Domestic Subsidiaries to, at all times keep its property their respective properties insured in favor of the Collateral Agent, and all policies (including Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or SCIS, Caterair or any such Restricted SubsidiariesDomestic Subsidiary) (i) shall be endorsed to the Collateral Agent’s reasonable 's satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insured, as applicable), (ii) shall state that the insurers under such insurance policies shall endeavor to provide not be cancelled without at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 be payable notwithstanding (A) any act or neglect of SCIS, Caterair or any such Domestic Subsidiary, (B) the occupation or use of the properties for purposes more hazardous than those permitted by the terms of the respective policy, (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 (iiivi) shall be deposited with the Collateral Agent.
(c) If the Borrower SCIS, Caterair or any of its Restricted their respective Subsidiaries to which this Section 6.03 applies shall fail to maintain insurance in accordance with this Section 8.03herewith, or if the Borrower SCIS, Caterair or any of its Restricted Subsidiaries such Subsidiary shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees SCIS and Caterair agree to reimburse the Administrative Agent or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Maintenance of Property; Insurance. (a) The Borrower Company will, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Company and its Restricted Subsidiaries in good working order and conditioncondition in all material respects, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, (ii) maintain with financially sound and reputable insurance companies insurance on all allin such property propertyamounts and against all such risks as is consistent and in accordance with industry practice for forcustomarily maintained by companies similarly situated owning similar properties and engaged in similar businesses as the Borrower Company and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. 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) The Borrower Company will, and will cause each of its Restricted Subsidiaries the Credit Parties to, at all times keep its property insured in favor of the Collateral Agent, and all policies or and certificates (or certified copies thereofthereof including any endorsements) with respect to such insurance (and any other general liability insurance and marine cargo insurance maintained by the Borrower Company and/or such Restricted SubsidiariesCredit Parties) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as lender loss payee payee, mortgagee and/or additional insured, as applicable), (ii) shall state provide that the respective insurers under irrevocably waive any and all rights of subrogation with respect to the Collateral Agent and the other Secured Creditors, and (iii) such certificates shall be deposited with the Collateral Agent. The Company will, and will cause each of the Credit Parties to, use commercially reasonable efforts to obtain endorsements to its insurance policies stating that such insurance policies shall endeavor to provide not be canceled without at least 30 days’ (or, or 10 days’ in the event case of cancellation for nonpayment non-payment of premium, ten (10) days’) prior written notice of the cancellation thereof by the respective insurer to the Collateral Agent, and (iii) shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted 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) upon five Business Days’ prior written notice to the Borrower, to procure such insurance and the Borrower agrees to reimburse the Administrative Agent for all reasonable out-of-pocket costs and expenses of procuring such insurance.
Appears in 1 contract
Samples: Abl Credit Agreement (Tesla, Inc.)
Maintenance of Property; Insurance. (a) The Borrower willCompanies will keep, and will cause each of its Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) useful and necessary to the business of the Borrower and its Restricted Subsidiaries in their businesses in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of tear, casualty and condemnation events, (iiexcepted) maintain and not commit or suffer any material waste 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 Restricted Subsidiaries, and (iii) furnish respect to the Administrative Agent and the Collateral Agent, promptly upon request therefor, full information as to the insurance carried. 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 insuranceany of their material properties.
(b) The Borrower willBorrowers agree to maintain public liability insurance, third party property damage and replacement cost insurance on the Collateral under such policies of insurance, and will cause each the Companies agree to maintain insurance on their material assets in such amounts and covering such risks as is customary for similarly situated corporations. Such insurance may include levels of its Restricted Subsidiaries to, at all times keep its property insured self insurance comparable to those in favor place on the date of this Agreement or as shall be customary for corporations similarly situated in the industry. All policies covering the Collateral Agentare to name the Lenders as additional insureds and loss payees in case of loss, as their interests may appear, and are to contain such other provisions as the Lenders may reasonably require to fully protect the Lenders' interest in the Collateral and to any payments to be made under such policies. Certificates of all insurance policies or certificates (or certified copies thereof) with respect are to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed delivered to the Collateral Agent’s reasonable satisfaction for the benefit Lenders (with true copies of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or additional insured, as applicable), (iisuch policies to be made available to Lenders) shall state that the insurers under such insurance policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, on or within ten (10) days’) prior written notice days of the cancellation thereof by the respective insurer to the Collateral AgentClosing Date, and (iii) such policies shall be deposited with the Collateral Agent.
(c) If the Borrower or any of its Restricted Subsidiaries shall fail to maintain insurance in accordance with this Section 8.03, or if the Borrower or any of its Restricted Subsidiaries shall fail to so endorse and deposit have all policies or certificates premiums with respect theretothereto currently paid and contain loss payable endorsements in the Lenders' favor, the Administrative Agent and shall have the right provide for not less than ten (but shall be under no obligation10) upon five Business Days’ days prior written notice to the BorrowerLenders, of the exercise of any right of cancellation. In the event any of the Borrowers fail to respond in a timely and appropriate manner (as determined by the Agent in their reasonable discretion) with respect to collecting under any insurance policies required to be maintained under this Section 7.3, the Lenders shall have the right, in the name of any of the Borrowers, to procure file claims under such insurance policies, to receive and give acquaintance for any payments that may be payable thereunder, and to execute any and all endorsements, receipts, releases, assignments, reassignments or other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such insurance policies. The Borrowers shall provide written notice to the Lenders of the occurrence of any of the following events within five (5) Business Days after the occurrence of such event: any material asset or property owned or used by any of the Borrowers (i) is damaged or destroyed, or suffers any other loss, or (ii) is, or the Borrowers receive notice of the institution of any proceeding pursuant to which any such asset or property could reasonably be expected to be, condemned, confiscated or otherwise taken, in whole or in part, or the use thereof is otherwise diminished so as to render impracticable or unreasonable the use of such asset or property for the purposes to which such asset or property were used immediately prior to such condemnation, confiscation or taking, by exercise of the powers of condemnation or eminent domain or otherwise, and in either case the amount of the damage, destruction, loss or diminution in value is in excess of $250,000 (collectively, a "Casualty Loss"). The Borrowers shall diligently file and prosecute its claim or claims for any award or payment in connection with a Casualty Loss. In the event of a Casualty Loss with respect to any of the Collateral, if directed by the Agent, the Borrowers shall pay to the Lenders, promptly upon receipt thereof, any and all insurance proceeds and payments received by the Borrowers on account of damage, destruction, loss, condemnation or eminent domain proceedings (excluding, however, business interruption insurance and the Borrower agrees proceeds thereof). So long as no Default or Event of Default shall have occurred and be continuing, the Borrowers may use such proceeds and payments to reimburse repair, replace or rebuild the Administrative asset or property or portion thereof that was the subject of the Casualty Loss or, if such asset or property is not material to the operations of Borrowers, may use such proceeds and payments as otherwise permitted pursuant to the terms of this Agreement. After the occurrence and during the continuance of any Default or Event of Default the Agent for all reasonable out-of-pocket costs may, at its election in its sole discretion either (a) apply ratably the proceeds realized from Casualty Losses to payment of accrued and expenses unpaid interest or outstanding principal under the Term Loans or (b) direct the insurance compan(ies) to pay such proceeds to the Borrowers to be used to repair, replace or rebuild the asset or property or portion thereof that was the subject of procuring the Casualty Loss. After the occurrence and during the continuance of an Event of Default, (i) no settlement on account of any such insuranceCasualty Loss shall be made without the Lenders' consent and (ii) the Lenders may participate in any such proceedings and the Borrowers shall deliver to the Lenders such documents as may be requested by the Lenders to permit such participation and shall consult with the Lenders, the Lenders' attorneys and agents in the making and prosecution of such claim or claims.
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Samples: Loan Agreement (Pacific Aerospace & Electronics Inc)
Maintenance of Property; Insurance. (a) Schedule VI sets forth a true and complete listing of all insurance (including self-insurance programs) maintained by the Borrower and its Restricted Subsidiaries as of the Initial Borrowing Date, the levels (and scope of coverage) of which insurance the Borrower deems prudent. The Borrower will, and will cause each of its respective Restricted Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the in its business of the Borrower and its Restricted Subsidiaries in good working order and condition, condition (ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted), (ii) maintain with financially sound and reputable insurance companies insurance on all its property in at least such property amounts and against all at least 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 Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon request thereforwritten request, full information as to the insurance carried. 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) The Borrower will, and will cause each of its respective Restricted Subsidiaries to, at all times keep its their respective property insured in favor of the Collateral Agent, and all policies (including Mortgage Policies) or certificates (or certified copies thereof) with respect to such insurance (and any other insurance maintained by the Borrower and/or such or any of its respective Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s 's reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent as loss payee and/or or as an additional insuredinsured (provided that the Borrower and its Restricted Subsidiaries shall be permitted to settle claims in an amount less than $10,000,000 per claim, so long as applicablethe proceeds from such claims are applied in accordance with Section 3.03(g))), (ii) shall state that the insurers under such insurance policies shall endeavor to provide at least not be cancelled or revised without 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) ' prior written notice of the cancellation 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 favor of the 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 be payable notwithstanding (A) any act or neglect of the Borrower or any of its respective Restricted 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 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 and (iiivi) shall be deposited with the Collateral AgentAgent if such coverage is available at commercially reasonable rates.
(c) If the Borrower or any of its respective Restricted Subsidiaries shall fail to maintain all insurance in accordance with this Section 8.03, or if the Borrower or any of its respective Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent and/or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written after giving notice to the Borrower (but not requiring any consent from the Borrower, ) to procure such insurance and the Borrower agrees to reimburse the Administrative Agent or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
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Maintenance of Property; Insurance. (a) The Holdings and the Borrower will, and will cause each of its Restricted their Subsidiaries to, (i) keep all material property (other than intellectual property) necessary to the business of the Borrower Holdings and its Restricted Subsidiaries in good working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation eventsexcepted, (ii) maintain at all times as to all Xxxxxxx Vessels except the American Challenger a Det Norske Veritas class survey or certification at least equal to that reflected in Schedule 7.26(a) (or, if such Vessel is acquired after the Effective Date, at least equal to that in effect at the time of such acquisition) and comply with all audit and other requirements in connection with such class survey or certification, and (iii) comply with all applicable requirements relating to condition of Vessels contained in any Vessel Mortgage.
(b) Holdings and the Borrower will, and will cause each of their Subsidiaries to, 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 Holdings and its Restricted Subsidiaries, and (iii) furnish to the Administrative Agent and the Collateral Agent, promptly upon its request therefor, full information as to the insurance carried. Such insurance The provisions of this Section 8.03 shall include physical damage insurance on all real be deemed supplemental to, and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption not in replacement of, the provisions of any Security Documents that require the maintenance of insurance.
(bc) The Borrower will, and will cause each of its Restricted Subsidiaries to, at all times keep its property insured in favor of the Collateral Agent, and all policies or certificates Agent (or certified copies thereofa collateral trustee on its behalf) with respect to such insurance (and any other insurance maintained by the Borrower and/or such Restricted Subsidiaries) (i) shall be endorsed to the Collateral Agent’s reasonable satisfaction for the benefit of the Collateral Agent (including, without limitation, by naming the Collateral Agent Senior Creditors shall be named as loss payee and/or additional insuredor mortgagee, as applicableits interest may appear, with respect to all such property and casualty policies and additional insured with respect to all such other policies (other than workers’ compensation and employee health policies), (ii) shall state that the insurers under and each provider of any such insurance shall agree, by endorsement upon the policy or policies shall endeavor to provide at least 30 days’ (or, in the event of cancellation for nonpayment of premium, ten (10) days’) prior written notice of the cancellation thereof issued by the respective insurer it or by independent instruments furnished to the Collateral Agent, that if the insurance carrier shall have received written notice from the Collateral Agent of the occurrence of an Event of Default, the insurance carrier shall pay all proceeds otherwise payable to the Borrower and its Subsidiaries under such policies directly to the Collateral Agent (iii) which agreement shall be deposited with evidenced by a “standard” or “New York” lender’s loss payable endorsement in the name of the Collateral Agent.
(cAgent on Accord Form 27 or other customary form) If and that it will give the Collateral Agent no less than 30 days’ prior written notice before any such policy or policies shall be altered or canceled, and, that no act or default of the Borrower or any of its Restricted Affiliates or any other Person shall affect the rights of the Collateral Agent (or any collateral trustee appointed by it), or the Lenders under such policy or policies.
(d) If Holdings or any of its Subsidiaries shall fail to maintain insurance in accordance with this Section 8.038.03 or pursuant to the terms of any Security Document, or if the Borrower Holdings or any of its Restricted Subsidiaries shall fail to so endorse and deposit all policies or certificates with respect thereto, the Administrative Agent or the Collateral Agent shall have the right (but shall be under no obligation) upon five Business Days’ prior written notice to the Borrower, to procure such insurance insurance, and Holdings and the Borrower agrees each agree to reimburse the Administrative Agent or the Collateral Agent, as the case may be, for all reasonable out-of-pocket costs and expenses of procuring such insurance.
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