Common use of Maintenance and Insurance Clause in Contracts

Maintenance and Insurance. Each of the Company and its Subsidiaries shall maintain and keep its properties in good repair, working order and condition, and from time to time make all needful improvements thereto so that its business may be properly and advantageously conducted at all times. The Company will maintain or cause to be maintained on all insurable properties now or hereafter owned by the Company insurance against loss or damage by fire or other casualty to the extent customary with respect to like properties of companies conducting similar businesses and will maintain or cause to be maintained, products liability, public liability and workmen's compensation insurance insuring the Company to the extent customary with respect to companies conducting similar businesses and, upon request, will furnish to the Bank satisfactory evidence of the same. Each insurance policy pertaining to any of the Collateral shall: (i) name the Bank as an insured pursuant to a so-called "standard mortgagee clause"; (ii) provide that no action of the Company, or any tenant or subtenant shall void such policy as to the Bank; and (iii) provide that the Bank shall be notified of any proposed cancellation of such policy at least thirty (30) days in advance of such proposed cancellation and will have sufficient time to correct any deficiencies justifying such proposed cancellation. All such policies shall be delivered to the Bank upon request. In the event of a casualty loss, the Company may apply the proceeds of any insurance to the restoration or replacement of the property or asset which was the subject of such loss, PROVIDED that (A) the Company shall have demonstrated to the reasonable satisfaction of the Bank that such property or asset will be restored to substantially its previous condition or will be replaced by a substantially identical property or asset, and (B) the Bank shall have received, if requested by it, a favorable opinion from counsel for the Company satisfactory in scope and form to the Bank, as to the Bank's having a prior security interest in and valid first lien on such restored or replaced property or asset.

Maintenance and Insurance. Each of the Company and its Subsidiaries Subsidiaries, if any, shall maintain and keep its material properties in good repair, working order and conditioncondition as required for the normal conduct of its business. As long as the Security Agreement is in full force, the Company and each of its Subsidiaries will keep the Collateral insured at all times by insurance with financially sound and reputable insurers and in such amounts and against such risks as are customarily insured by companies engaged in a similar business with respect to properties of a similar character. Such insurance shall be payable to the Agent and the Lenders as an additional insured and the Company, as their respective interests may appear. Such insurance shall provide for not less than 30 days' notice of cancellation, change in form or non-renewal to the Agent, and shall insure the interest of the Agent and the Lenders regardless of any breach or violation by the Company or any other person of the warranties, declarations or covenants contained in such policies. Such insurance shall be primary and not contributory. The Company shall evidence its compliance with the foregoing by delivering a certificate with respect to each policy concurrently with the execution hereof, and from time to time make all needful improvements thereto so that its business may be properly and advantageously conducted at all timesupon the request of the Agent (but not more frequently than annually). The Company will maintain If the Agent or cause to be maintained on all insurable properties now the Lenders insure the Collateral or hereafter owned by pay for the Company Company's insurance against loss or damage by fire or other casualty to of the extent customary with respect to like properties Collateral, because of companies conducting similar businesses and will maintain or cause to be maintained, products liability, public liability and workmen's compensation insurance insuring the failure of the Company to obtain such insurance or make any such payment and to prevent the extent customary with respect Collateral from being uninsured, any such cost by the Agent shall be an Obligation. The Agent and the Lenders shall be under no obligation to companies conducting similar businesses and, upon request, will furnish obtain or pay for any such insurance and any such action shall not relieve the Company of its Obligation hereunder to obtain and pay for such insurance. As to the Bank satisfactory evidence of Company at any time the same. Each insurance policy pertaining to any of the Collateral shall: (i) name the Bank as an insured pursuant to a so-called "standard mortgagee clause"; (ii) provide that Security Agreement is no action of the Company, or any tenant or subtenant shall void such policy longer in effect and at all times as to the Bank; Subsidiaries, each of the Company and (iii) provide that its Subsidiaries, if any, shall at all times maintain liability and casualty insurance with financially sound and reputable insurers in such amounts as the Bank shall officers of the Company in the exercise of their reasonable judgment deem to be notified of any proposed cancellation of such policy at least thirty (30) days in advance of such proposed cancellation and will have sufficient time to correct any deficiencies justifying such proposed cancellation. All such policies shall be delivered to the Bank upon requestadequate. In the event of a casualty lossfailure to provide and maintain insurance as herein provided, the Company may apply the proceeds of any insurance Agent may, upon five days notice to the restoration or replacement Company at its option, provide such insurance and charge the amount thereof to the account of the property Company or asset which was any of its Subsidiaries with the subject Agent or any of such loss, PROVIDED that (A) the Lenders. The Company shall have demonstrated furnish to the reasonable satisfaction of the Bank that such property Agent certificates or asset will be restored to substantially its previous condition or will be replaced by a substantially identical property or asset, and (B) the Bank shall have received, if requested by it, a favorable opinion from counsel for the Company other evidence reasonably satisfactory in scope and form to the Bank, as to Agent of compliance with the Bank's having a prior security interest in and valid first lien on such restored or replaced property or assetforegoing insurance provisions.

Maintenance and Insurance. Each The Borrower shall, and shall cause its Significant Subsidiaries to, protect and preserve all of its properties, including, without limitation, all of its Patents, shall obtain all new Patents as are necessary or advisable the Company conduct of its business, and its Subsidiaries shall maintain and keep all of its tangible properties in good repair, working order and condition, condition and from time to time make all needful necessary and proper repairs, renewals, replacements, additions and improvements thereto as the Borrower or such Significant Subsidiary, in the exercise of its reasonable judgment, deems necessary or advisable, as required for the normal conduct of its business, and shall comply with the provisions of all material leases to which it is a party or under which it occupies property so that as to prevent any material loss or forfeiture thereof or thereunder if, in any such case, the failure to do so would have a Material Adverse Effect. Each of the Borrower and its business may be properly and advantageously conducted Significant Subsidiaries shall at all times. The Company will maintain or cause to be maintained on all insurable properties now or hereafter owned by the Company insurance against loss or damage by fire or other casualty , to the extent customary available, in the Borrower's reasonable discretion, on reasonable economic terms, maintain liability and casualty insurance with respect to like properties financially sound and reputable insurers or self-insure in such amounts as the officers of companies conducting similar businesses and will maintain or cause the Borrower in the exercise of their reasonable judgment deem to be maintained, products liability, public liability and workmen's compensation insurance insuring the Company to the extent customary with respect to companies conducting similar businesses and, upon request, will adequate or as required by any applicable law. The Borrower shall furnish to the Bank Administrative Agent certificates or other evidence satisfactory evidence of the same. Each insurance policy pertaining to any of the Collateral shall: (i) name the Bank as an insured pursuant to a so-called "standard mortgagee clause"; (ii) provide that no action of the Company, or any tenant or subtenant shall void such policy as to the Bank; and (iii) provide that Administrative Agent of compliance with the Bank foregoing insurance provisions. The Administrative Agent shall be notified not, by the fact of approving, disapproving or accepting any proposed cancellation such insurance, incur any liability for the form or legal sufficiency of such policy at least thirty (30) days in advance insurance contracts, solvency of such proposed cancellation and will have sufficient time to correct any deficiencies justifying such proposed cancellation. All such policies shall be delivered to the Bank upon request. In the event insurance companies or payment of a casualty loss, the Company may apply the proceeds of any insurance to the restoration or replacement of the property or asset which was the subject of such loss, PROVIDED that (A) the Company shall have demonstrated to the reasonable satisfaction of the Bank that such property or asset will be restored to substantially its previous condition or will be replaced by a substantially identical property or assetlawsuits, and (B) the Bank shall have receivedBorrower hereby expressly assumes full responsibility therefor and liability, if requested by itany, a favorable opinion from counsel for the Company satisfactory in scope and form to the Bank, as to the Bank's having a prior security interest in and valid first lien on such restored or replaced property or assetthereunder.

Maintenance and Insurance. Each of the Company and its Subsidiaries shall maintain and keep its properties in good repair, working order and condition, and from time to time make all needful improvements thereto so that its business may be properly and advantageously conducted at all times. The Company will maintain or cause to be maintained on all insurable properties now or hereafter owned by the Company insurance against loss or damage by fire or other casualty to the extent customary with respect to like properties of companies conducting similar businesses and will maintain or cause to be maintained, products liability, public liability and workmen's compensation insurance insuring the Company to the extent customary with respect to companies conducting similar businesses and, upon request, will furnish to the Bank satisfactory evidence of the same. Each insurance policy policy, to the extent applicable, pertaining to any of the Collateral shall: (i) name the Bank as an insured pursuant to a so-called "standard mortgagee clause"; (ii) provide that no action of the Company, or any tenant or subtenant shall void such policy as to the Bank; and (iii) provide that the Bank shall be notified of any proposed cancellation of such policy at least thirty (30) days in advance of such proposed cancellation and will have sufficient time to correct any deficiencies justifying such proposed cancellation. All Copies of all such policies shall be delivered to the Bank upon request. In the event of a casualty loss, the Company may apply the proceeds of any insurance to the restoration or replacement of the property or asset which was the subject of such loss, PROVIDED provided that (A) the Company shall have demonstrated to the reasonable satisfaction of the Bank that such property or asset will be restored to substantially its previous condition or will be replaced by a substantially identical property or asset, and (B) the Bank shall have received, if requested by it, a favorable opinion from counsel for the Company satisfactory in scope and form to the Bank, as to the Bank's having a prior security interest in and valid first lien on such restored or replaced property or asset.

Maintenance and Insurance. Each The Borrower shall, and shall cause its Significant Subsidiaries to, protect and preserve all of its properties, including, without limitation, all of its Patents, shall obtain all new Patents as are necessary or advisable for the Company conduct o its business, and its Subsidiaries shall maintain and keep all of its tangible properties in good repair, working order and condition, condition and from time to time make all needful necessary and proper repairs, renewals, replacements, additions and improvements thereto as the Borrower or such Significant Subsidiary, in the exercise of its reasonable judgment, deems necessary or advisable, as required for the normal conduct of its business, and shall comply with the provisions of all material leases to which it is a party or under which it occupies property so that as to prevent any material loss or forfeiture thereof or thereunder if, in any such case, the failure to do so would have a Material Adverse Effect. Each of the Borrower and its business may be properly and advantageously conducted Significant Subsidiaries shall at all times. The Company will maintain or cause to be maintained on all insurable properties now or hereafter owned by the Company insurance against loss or damage by fire or other casualty , to the extent customary available, in the Borrower's reasonable discretion, on reasonable economic terms, maintain liability and casualty insurance with respect to like properties financially sound and reputable insurers or self-insure in such amounts as 32 38 the officers of companies conducting similar businesses and will maintain or cause the Borrower in the exercise of their reasonable judgment deem to be maintained, products liability, public liability and workmen's compensation insurance insuring the Company to the extent customary with respect to companies conducting similar businesses and, upon request, will adequate or as required by any applicable law. The Borrower shall furnish to the Bank Administrative Agent certificates or other evidence satisfactory evidence of the same. Each insurance policy pertaining to any of the Collateral shall: (i) name the Bank as an insured pursuant to a so-called "standard mortgagee clause"; (ii) provide that no action of the Company, or any tenant or subtenant shall void such policy as to the Bank; and (iii) provide that Administrative Agent of compliance with the Bank foregoing insurance provisions. The Administrative Agent shall be notified not, by the fact of approving, disapproving or accepting any proposed cancellation such insurance, incur any liability for the form or legal sufficiency of such policy at least thirty (30) days in advance insurance contracts, solvency of such proposed cancellation and will have sufficient time to correct any deficiencies justifying such proposed cancellation. All such policies shall be delivered to the Bank upon request. In the event insurance companies or payment of a casualty loss, the Company may apply the proceeds of any insurance to the restoration or replacement of the property or asset which was the subject of such loss, PROVIDED that (A) the Company shall have demonstrated to the reasonable satisfaction of the Bank that such property or asset will be restored to substantially its previous condition or will be replaced by a substantially identical property or assetlawsuits, and (B) the Bank shall have receivedBorrower hereby expressly assumes full responsibility therefor and liability, if requested by itany, a favorable opinion from counsel for the Company satisfactory in scope and form to the Bank, as to the Bank's having a prior security interest in and valid first lien on such restored or replaced property or assetthereunder.