Common use of Use of Insurance Proceeds Clause in Contracts

Use of Insurance Proceeds. All insurance proceeds in excess of ------------------------- $50,000 per loss occurrence paid to the Debtor in respect of a loss claimed or for which a claim can be made under any property damage policy or policies or the property loss (whether or not by casualty) coverage provisions of any windsystem performance policy or policies maintained by or for the benefit of Debtor (an "Insured Property Loss") shall be used by the Debtor in accordance with the following: (a) Upon the occurrence of an Insured Property Loss in respect of which insurance proceeds are received by the Debtor in excess of $50,000, the Debtor may elect to replace or repair any property with respect to which such proceeds were paid by so notifying ZCC IV within 60 days after receipt of such payment, and upon making such election shall have 320 days to complete the replacement or repair of such property. (b) If the Debtor does not elect to replace or repair all or any Turbines included in such property within such 60 day period, the Debtor, as a mandatory prepayment, shall prepay the Purchase Notes in an amount which bears the same proportion to the then outstanding principal balance of the Purchase Notes plus accrued interest thereon as the rated capacity of all Turbines damaged by such Insured Property Loss and which the Debtor does not so elect to repair or replace, bears to the total rated capacity of all Turbines (including such damaged Turbines) then owned by the Debtor. The amount of any such prepayment shall be allocated among the Purchase Notes in proportion to their respective unpaid balances of principal and accrued interest. Any such prepayment shall be applied pro rata or as otherwise required by applicable tax law or regulation to each outstanding installment so as to maintain the level payment character of the Purchase Notes. (c) In the event that the Debtor makes an election to replace or repair as provided for in paragraph (b) of this Section 6.5, such proceeds shall be applied to the costs of replacement or repair as such costs are incurred by the Debtor, with the remaining balance, if any, applied to prepay the Purchase Notes.

Use of Insurance Proceeds. All insurance proceeds (1) Unless otherwise specified in excess of ------------------------- $50,000 per loss occurrence paid to the Debtor in respect of a loss claimed or for which a claim can be made under any property damage policy or policies or the property loss (whether or not by casualty) coverage provisions of any windsystem performance policy or policies maintained by or for the benefit of Debtor (an "Insured Property Loss") shall be used by the Debtor in accordance with the following: (a) Upon the occurrence of an Insured Property Loss in respect of which insurance proceeds are received by the Debtor in excess of $50,000, the Debtor may elect to replace or repair any property with respect to which such proceeds were paid by so notifying ZCC IV within 60 days after receipt of such payment, and upon making such election shall have 320 days to complete the replacement or repair of such property. (b) If the Debtor does not elect to replace or repair all or any Turbines included in such property within such 60 day period, the Debtor, as a mandatory prepayment, shall prepay the Purchase Notes in an amount which bears the same proportion to the then outstanding principal balance of the Purchase Notes plus accrued interest thereon as the rated capacity of all Turbines damaged by such Insured Property Loss and which the Debtor does not so elect to repair or replace, bears to the total rated capacity of all Turbines (including such damaged Turbines) then owned by the Debtor. The amount of any such prepayment shall be allocated among the Purchase Notes in proportion to their respective unpaid balances of principal and accrued interest. Any such prepayment shall be applied pro rata or as otherwise required by applicable tax law or regulation to each outstanding installment so as to maintain the level payment character of the Purchase Notes. (c) In the event that the Debtor makes an election to replace or repair as provided for in paragraph (b) of this Section 6.5, such all proceeds of insurance required to be maintained by the Obligors under the terms of this Agreement shall be paid to the Agent to be applied by it on account of the Obligations. (2) Proceeds of liability insurance shall be paid to the Person to whom the affected Obligor is liable. Proceeds of insurance covering loss of or damage to Property in an amount of less than US $1,000,000 per claim may be paid by the insurer directly to the affected Obligor unless, if an Event of Default has occurred and is continuing, the Agent requires that payment be made to the Agent to be applied by it on account of the Obligations. Subject to the rights of any holder of a Permitted Lien that has priority over the Security, proceeds paid to an Obligor shall be used to fully repair or replace the property for which the insurance proceeds are payable or, if that is not prudent, shall be paid by the affected Obligor to the Agent to reduce the principal amount of the Obligations. (3) If an Event of Default has occurred, the proceeds of any business interruption insurance shall, upon its requirement that payment be made to it, be paid to the Agent to be applied by it on account of the Obligations as they fall due from time to time (including as a result of any demand for payment of the Obligations) and, to the extent of any surplus, shall be used to repay the Revolving Credit, without prejudice to the Borrower’s rights to further Advances under that Credit; provided that if the Revolving Credit is repaid in full at any such time, the proceeds may be used to carry on the business of the Obligors as long as the Required Lenders are satisfied, acting reasonably, that adequate provision has been made for payment of the Obligations. (4) All insurance proceeds held by the Agent shall, unless and until the proceeds are applied to payment of the costs Obligations or released to the affected Obligor, be held as part of replacement or repair as such costs are incurred by the Debtor, Security. The Agent shall place all proceeds in an interest-bearing account with the remaining balance, if any, applied interest accruing to prepay the Purchase Notesbenefit of the affected Obligor.

Use of Insurance Proceeds. 8.9.1 The Obligors shall notify the Lender of any material casualty and keep the Lender timely apprised of all insurance claims. All insurance proceeds of Insurance shall be applied as provided in excess this Section 8.9. 8.9.2 Below $5,000,000. Proceeds of ------------------------- Insurance of $50,000 per loss occurrence 5,000,000 or less paid or payable to the Debtor any Obligor in respect of a loss claimed or for which a claim can any single occurrence of property damage will be made under available directly to such Obligor to, if necessary, repair, rebuild or replace the damaged assets and such Obligor hereby agrees that it shall apply any such proceeds for such purpose provided that no Default or Event of Default has occurred. 8.9.3 Over $5,000,000. Provided that no Default or Event of Default has occurred, proceeds of Insurance of $5,000,000 or more paid or payable to any Obligor in respect of any single occurrence of property damage policy or policies or will be paid by the property loss (whether or not insurers directly to the Collateral Agent or, if paid to such Obligor, such proceeds of Insurance shall be received by casualty) coverage provisions of any windsystem performance policy or policies maintained by or such Obligor only in trust for the benefit Collateral Agent, shall be segregated from other funds of Debtor (an "Insured Property Loss") shall such Obligor. Any such proceeds of Insurance may be used by any Obligor (and the Debtor Collateral Agent shall release such proceeds of Insurance or authorize their use) to repair, rebuild or replace the damaged assets upon satisfaction of the following conditions: 8.9.3.1 the damaged assets can be restored to a condition substantially equivalent to its condition immediately preceding the occurrence of the damage in question in accordance with a budget constituting a good faith estimate of the followingcost of the proposed repairs/replacement, and the Collateral Agent shall have received a certificate of the Borrower, confirmed by the Technical Advisor, to the effect that such budget is a reasonable estimate of such costs and that the restoration of the damaged assets can, subject to force majeure, be substantially completed within the period estimated by the Borrower; 8.9.3.2 receipt by the Collateral Agent of: (a) Upon a certificate of the occurrence Borrower stating that such proceeds of an Insured Property Loss Insurance, together with other funds held or arranged by the Borrower (and which sources of funds, in the case of funds arranged and not yet held by the Borrower, are acceptable to the Lender, acting reasonably), are sufficient to repair, rebuild or replace fully the damage or destruction in respect of which insurance the proceeds of Insurance are received by payable (together with the Debtor in excess of $50,000, the Debtor may elect to replace or repair any property with respect to which such proceeds were paid by so notifying ZCC IV within 60 days after receipt of such payment, and upon making such election shall have 320 days to complete the replacement or repair of such property.particulars thereof); and (b) If a covenant by the Debtor does Borrower to repair, rebuild and replace fully the damage or destruction in respect of which the proceeds of Insurance are payable; 8.9.3.3 the Lender, acting reasonably, is satisfied that there is either sufficient business interruption insurance or other financial support available to the Borrower to allow the Borrower to pay its obligations during the repair, rebuild or replacement period such that no payment default occurs during such period; 8.9.3.4 the Borrower shall have received (and furnished evidence satisfactory to the Lender of such receipt) all consents necessary or desirable to effect the proposed repairs, other than those to be obtained in the ordinary course of business and which are not elect at the relevant time required to replace be outstanding given the stage of the Project but which the Borrower is reasonably assured of obtaining at the necessary and appropriate time; and 8.9.3.5 the Borrower shall, pending completion of any repairs, replacement or repair all or rebuilding of the damaged assets, maintain the Material Project Contracts in full force and effect (except where fully performed in accordance with the terms thereof), unless with respect to any Turbines included in such property within such 60 day periodMaterial Project Contract, the Debtor, as Borrower indicates in a mandatory prepayment, shall prepay the Purchase Notes in an amount which bears the same proportion written notice to the then outstanding principal balance of Lender and the Purchase Notes plus accrued interest thereon as the rated capacity of all Turbines damaged by such Insured Property Loss and which the Debtor does not so elect Collateral Agent its intention to repair or replace, bears to the total rated capacity of all Turbines (including such damaged Turbines) then owned by the Debtor. The amount of any such prepayment shall be allocated among the Purchase Notes in proportion to their respective unpaid balances of principal and accrued interest. Any such prepayment shall be applied pro rata or as otherwise required by applicable tax law or regulation to each outstanding installment so as to maintain the level payment character of the Purchase Notesobtain a Permitted Replacement Contract. (c) In the event that the Debtor makes an election to replace or repair as provided for in paragraph (b) of this Section 6.5, such proceeds shall be applied to the costs of replacement or repair as such costs are incurred by the Debtor, with the remaining balance, if any, applied to prepay the Purchase Notes.

Use of Insurance Proceeds. All insurance proceeds (1) Unless otherwise specified in excess of ------------------------- $50,000 per loss occurrence paid to the Debtor in respect of a loss claimed or for which a claim can be made under any property damage policy or policies or the property loss (whether or not by casualty) coverage provisions of any windsystem performance policy or policies maintained by or for the benefit of Debtor (an "Insured Property Loss") shall be used by the Debtor in accordance with the following: (a) Upon the occurrence of an Insured Property Loss in respect of which insurance proceeds are received by the Debtor in excess of $50,000, the Debtor may elect to replace or repair any property with respect to which such proceeds were paid by so notifying ZCC IV within 60 days after receipt of such payment, and upon making such election shall have 320 days to complete the replacement or repair of such property. (b) If the Debtor does not elect to replace or repair all or any Turbines included in such property within such 60 day period, the Debtor, as a mandatory prepayment, shall prepay the Purchase Notes in an amount which bears the same proportion to the then outstanding principal balance of the Purchase Notes plus accrued interest thereon as the rated capacity of all Turbines damaged by such Insured Property Loss and which the Debtor does not so elect to repair or replace, bears to the total rated capacity of all Turbines (including such damaged Turbines) then owned by the Debtor. The amount of any such prepayment shall be allocated among the Purchase Notes in proportion to their respective unpaid balances of principal and accrued interest. Any such prepayment shall be applied pro rata or as otherwise required by applicable tax law or regulation to each outstanding installment so as to maintain the level payment character of the Purchase Notes. (c) In the event that the Debtor makes an election to replace or repair as provided for in paragraph (b) of this Section 6.5, such all proceeds of insurance required to be maintained by the Obligors under the terms of this Agreement shall be paid to the Agent to be applied by it on account of the Obligations. (2) Proceeds of liability insurance shall be paid to the Person to whom the affected Obligor is liable. Proceeds of insurance covering loss of or damage to Property in an amount of less than US $1,000,000 per claim may be paid by the insurer directly to the affected Obligor unless, if an Event of Default has occurred and is continuing, the Agent requires that payment be made to the Agent to be applied by it on account of the Obligations. Subject to the rights of any holder of a Permitted Lien that has priority over the Security, proceeds paid to an Obligor shall be used to fully repair or replace the property for which the insurance proceeds are payable or, if that is not prudent, shall be paid by the affected Obligor to the Agent to reduce the principal amount of the Obligations. (3) If an Event of Default has occurred, the proceeds of any business interruption insurance shall, upon its requirement that payment be made to it, be paid to the Agent to be applied by it on account of the Obligations as they fall due from time to time (including as a result of any demand for payment of the Obligations) and, to the extent of any surplus, shall be used to repay the Revolving Credit, without prejudice to the Borrower's rights to further Advances under that Credit; provided that if the Revolving Credit is repaid in full at any such time, the proceeds may be used to carry on the business of the Obligors as long as the Required Lenders are satisfied, acting reasonably, that adequate provision has been made for payment of the Obligations. (4) All insurance proceeds held by the Agent shall, unless and until the proceeds are applied to payment of the costs Obligations or released to the affected Obligor, be held as part of replacement or repair as such costs are incurred by the Debtor, Security. The Agent shall place all proceeds in an interest-bearing account with the remaining balance, if any, applied interest accruing to prepay the Purchase Notesbenefit of the affected Obligor.

Use of Insurance Proceeds. All (1) Unless otherwise specified in this Section 6.5, all proceeds of insurance proceeds in excess required to be maintained by the Obligors under the terms of ------------------------- $50,000 per loss occurrence this Agreement shall be paid to the Debtor Agent to be applied by it on account of the Obligations. (2) Proceeds of liability insurance shall be paid to the Person to whom the affected Obligor is liable. Proceeds of insurance covering loss of or damage to Property in respect an amount of less than $3,000,000 per claim may be paid by the insurer directly to the affected Obligor unless, if a Default has occurred and is continuing, the Agent requires that payment be made to the Agent to be applied by it on account of the Obligations. Subject to the rights of any holder of a loss claimed or for which a claim can be made under any property damage policy or policies or Permitted Lien that has priority over the property loss (whether or not by casualty) coverage provisions of any windsystem performance policy or policies maintained by or for the benefit of Debtor (Security, proceeds paid to an "Insured Property Loss") Obligor shall be used to repair or replace the property for which the insurance proceeds are payable or, if the Obligor determines that is not prudent, shall be paid by the Debtor affected Obligor to the Agent to reduce the principal amount of the Obligations. (3) Subject to the rights of any holder of a Permitted Lien that has priority over the Security, proceeds of insurance covering loss of or damage to Property in accordance with an amount of $3,000,000 per claim or more shall be paid to the followingAgent and shall be disbursed by the Agent to the affected Obligor on conditions appropriate to a construction credit, to fund the repair or replacement of the Property for which the insurance proceeds are payable, provided that: (a) Upon the occurrence of an Insured Property Loss in respect of which insurance proceeds are received by the Debtor in excess of $50,000, the Debtor may elect no Default (including one relating to replace or repair any property with respect to which such proceeds were paid by so notifying ZCC IV within 60 days after receipt of such payment, Material Adverse Effect) has occurred and upon making such election shall have 320 days to complete the replacement or repair of such property.is continuing; and (b) If the Debtor does not elect to replace or repair all or any Turbines included in such property within such 60 day periodRequired Lenders are satisfied, acting reasonably, that the Debtor, as a mandatory prepayment, shall prepay proceeds of the Purchase Notes in an amount which bears the same proportion insurance together with other resources available to the then outstanding principal balance affected Obligor (the use of which would not contravene this Agreement) are sufficient to fully repair or replace the property for which the insurance proceeds are payable within the remaining term of the Purchase Notes plus accrued interest thereon as the rated capacity then-outstanding Credits or within 365 days of all Turbines damaged by such Insured Property Loss and which the Debtor does not so elect to repair or replace, bears to the total rated capacity of all Turbines (including such damaged Turbines) then owned by the Debtor. The amount of any such prepayment shall be allocated among the Purchase Notes in proportion to their respective unpaid balances of principal and accrued interest. Any such prepayment shall be applied pro rata or as otherwise required by applicable tax law or regulation to each outstanding installment so as to maintain the level payment character receipt of the Purchase Notesinsurance proceeds, whichever is less. (c4) In the event that the Debtor makes an election to replace or repair as provided for in paragraph (b) The proceeds of this Section 6.5, such proceeds business interruption insurance shall be paid to the Agent to be applied by it on account of the Obligations as they fall due from time to time (including as a result of any demand for payment of the Obligations) and, to the extent of any surplus, shall be used to repay the Revolving Credit, but not to reduce the Commitments under under that Credit. If the Revolving Credit is repaid in full at any time, the proceeds may be used to carry on the business of the Obligors as long as the Required Lenders are satisfied, acting reasonably, that adequate provision has been made for payment of the Obligations. (5) All insurance proceeds held by the Agent shall, unless and until the proceeds are applied to payment of the costs Obligations or released to the affected Obligor, be held as part of replacement or repair as such costs are incurred by the Debtor, Security. The Agent shall place all proceeds in an interest-bearing account with the remaining balance, if any, applied interest accruing to prepay the Purchase Notesbenefit of the affected Obligor.

Use of Insurance Proceeds. All (1) Unless otherwise specified in this Section 7.6, all proceeds of insurance proceeds in excess required to be maintained by the Obligors under the terms of ------------------------- $50,000 per loss occurrence this Agreement shall be paid to the Debtor Agent to be applied by it on account of the Obligations. (2) Proceeds of liability insurance shall be paid to the Person to whom the affected Obligor is liable. Proceeds of insurance covering loss of or damage to Property in an amount of less than $20,000,000 per claim may be paid by the insurer directly to the affected Obligor unless, if a Default has occurred and is continuing, the Agent requires that payment be made to the Agent to be applied by it on account of the Obligations. Subject to the rights of any holder of a Permitted Lien that has priority over the Security, proceeds paid to the Obligors shall be used to fully repair or replace the Property in respect of a loss claimed or for which a claim can the insurance proceeds are payable or, if that is not prudent, shall be made under any property damage policy or policies or paid by the property loss Obligors to the Agent to reduce the principal amount of the Obligations. (whether or not by casualty3) coverage provisions Subject to the rights of any windsystem performance policy holder of a Permitted Lien that has priority over the Security, proceeds of insurance covering loss of or policies maintained by damage to Property in an amount of $20,000,000 per claim or for the benefit of Debtor (an "Insured Property Loss") more shall be used paid to the Agent and shall be disbursed by the Debtor Agent to the affected Obligor on conditions appropriate to a construction credit, to fund the repair or replacement of the Property in accordance with respect of which the followinginsurance proceeds are payable, provided that: (a) Upon no Default (including one relating to Material Adverse Effect) has occurred and is continuing; and (b) the occurrence Required Lenders are satisfied, acting reasonably, that the proceeds of an Insured such insurance together with other resources available to the affected Obligor (the use of which would not contravene this Agreement) are sufficient to fully repair or replace the Property Loss in respect of which the insurance proceeds are received by payable within the Debtor in excess remaining term of $50,000the then-outstanding Credit or within 365 days, the Debtor may elect to replace or repair any property with respect to which such proceeds were paid by so notifying ZCC IV within 60 days after receipt of such payment, and upon making such election shall have 320 days to complete the replacement or repair of such propertywhichever is less. (b4) If the Debtor does not elect to replace or repair all or any Turbines included in such property within such 60 day perioda Default has occurred and is continuing, the Debtor, proceeds of business interruption insurance shall be paid to the Agent to be applied by it on account of the Obligations and any other obligations secured by the Security (payment of which is permitted in accordance with this Agreement) as the same fall due from time to time (including as a mandatory prepaymentresult of any demand for payment of the Obligations) and, to the extent of any surplus, shall prepay be used to repay the Purchase Notes in an amount which bears the same proportion Credit, without prejudice to the then outstanding principal balance Borrower’s rights to further Advances under the Credit. If no Default has occurred and is continuing or if the Credit is repaid in full at any time, the proceeds may be used to carry on the business of the Purchase Notes plus accrued interest thereon Obligors as long as the rated capacity Required Lenders are satisfied, acting reasonably, that adequate provision has been made for payment of all Turbines damaged by such Insured Property Loss the Obligations and which the Debtor does not so elect to repair or replace, bears to the total rated capacity of all Turbines (including such damaged Turbines) then owned any other obligations secured by the Debtor. The amount Security (payment of any such prepayment shall be allocated among the Purchase Notes which is permitted in proportion to their respective unpaid balances of principal and accrued interest. Any such prepayment shall be applied pro rata or as otherwise required by applicable tax law or regulation to each outstanding installment so as to maintain the level payment character of the Purchase Notesaccordance with this Agreement). (c5) In All insurance proceeds held by the event that Agent shall, unless and until the Debtor makes an election to replace or repair as provided for in paragraph (b) of this Section 6.5, such proceeds shall be are applied to payment of the costs Obligations or released to the affected Obligor, be held as part of replacement or repair as the Security. The Agent shall place all such costs are incurred by the Debtor, funds in an interest-bearing account with the remaining balance, if any, applied interest thereon to prepay accrue to the Purchase Notesbenefit of the affected Obligor.