Common use of Maintenance and Insurance Clause in Contracts

Maintenance and Insurance. The Borrower shall, and shall cause each other member of the Borrower Affiliated Group to, maintain its properties in good repair, working order and condition (normal wear and tear excepted) as required for the normal conduct of its business and shall maintain or cause to be maintained (or to be replaced as needed) all Leases as may be required for the conduct of the Borrower’s and each other member of the Borrower Affiliated Group’s business. The Borrower shall and shall cause each other member of the Borrower Affiliated Group to at all times maintain liability and casualty insurance with financially sound and reputable insurers in such amounts as the officers of the Borrower and such other member of the Borrower Affiliated Group in the exercise of their reasonable judgment deem to be adequate. The Lender shall be named as loss payee and additional insured (as applicable) on such insurance policies held by the Borrower and each Guarantor and shall be given 15 days’ prior written notice of any cancellation or modification of such insurance. If such insurance expires without being immediately renewed or replaced, the Lender, in its reasonable discretion, may provide such insurance and charge the cost thereof to the Loan Account or to the Borrower’s or any such Guarantor’s deposit account with the Lender. Any payment not recovered from the Borrower or such Guarantor shall bear interest at the Base Rate plus the Applicable Base Rate Margin then in effect applicable to Revolving Loans. The Lender shall not, by the fact of approving, disapproving, accepting, obtaining or failing to obtain any such insurance, incur liability for the form or legal sufficiency of insurance contracts, solvency of insurance companies or payment of lawsuits, and the Borrower and each other member of the Borrower Affiliated Group hereby expressly assumes full responsibility therefor and liability, if any, thereunder. The Borrower shall, and shall cause each Guarantor to, from time to time, furnish to the Lender with reasonable promptness certificates or other evidence reasonably satisfactory to the Lender of compliance with the foregoing insurance provisions. The provisions of this Section 5.3 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.

Maintenance and Insurance. The Borrower shall, and shall cause each other member of the Borrower Affiliated Group to, maintain its properties in good repair, working order and condition (normal wear and tear excepted) as required for the normal conduct of its business and from time to time the Borrower will make or cause to be made, and cause each other member of the Borrower Affiliated Group to make or cause to be made, all necessary and proper repairs, renewals, replacements, additions and improvements thereto so that the business of the Borrower and such other members of the Borrower Affiliated Group may be properly and advantageously conducted at all times and shall maintain or cause to be maintained (or to be replaced as needed) all Leases as may be required for the conduct of the Borrower’s 's and each other member of the Borrower Affiliated Group’s 's business. The Borrower shall and shall cause each other member of the Borrower Affiliated Group to at all times maintain liability and casualty insurance with financially sound and reputable insurers in such amounts as the officers of the Borrower and such other member of the Borrower Affiliated Group in the exercise of their reasonable judgment deem to be adequate. The Lender Administrative Agent shall be named as mortgagee, loss payee and additional insured (as applicable) on such insurance policies held by the Borrower and each Guarantor and shall be given 15 30 days’ ' prior written notice of any cancellation or modification of such insurance. If the Borrower or any other member of the Borrower Affiliated Group fails to provide such insurance expires without being immediately renewed or replacedinsurance, the LenderAdministrative Agent, in its reasonable sole discretion, may provide such insurance and charge the cost thereof to the Loan Account or to the Borrower’s 's or any such Guarantor’s other member of the Borrower Affiliated Group's deposit account with the LenderAdministrative Agent. Any payment not recovered from the Borrower or such Guarantor any other member of the Borrower Affiliated Group shall bear interest at the Base Prime Rate plus the Applicable Base Prime Rate Margin then in effect applicable to Revolving Credit Loans. The Lender Administrative Agent shall not, by the fact of approving, disapproving, accepting, obtaining or failing to obtain any such insurance, incur liability for the form or legal sufficiency of insurance contracts, solvency of insurance companies or payment of lawsuits, and the Borrower and each other member of the Borrower Affiliated Group hereby expressly assumes full responsibility therefor and liability, if any, thereunder. The Borrower shall, and shall cause each Guarantor other member of the Borrower Affiliated Group to, from time to time, furnish to the Lender with reasonable promptness Administrative Agent certificates or other evidence reasonably satisfactory to the Lender Administrative Agent of compliance with the foregoing insurance provisions. The provisions of this Section 5.3 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.

Maintenance and Insurance. The Borrower shall, and shall cause ------------------------- each other member of the Borrower Affiliated Group to, maintain its properties in good repair, working order and condition (normal wear and tear excepted) as required for the normal conduct of its business and from time to time the Borrower will make or cause to be made, and cause each other member of the Borrower Affiliated Group to make or cause to be made, all necessary and proper repairs, renewals, replacements, additions and improvements thereto so that the business of the Borrower and such other members of the Borrower Affiliated Group may be properly and advantageously conducted at all times in the manner and custom of companies in the same or similar businesses and shall maintain or cause to be maintained (or to be replaced as needed) all Leases as may be required for the conduct of the Borrower’s 's and each other member of the Borrower Affiliated Group’s 's business. The Borrower shall and shall cause each other member of the Borrower Affiliated Group to at all times maintain liability and casualty insurance with financially sound and reputable insurers in such amounts as the officers of the Borrower and such other member of the Borrower Affiliated Group in the exercise of their reasonable judgment deem to be adequateadequate in the manner and custom of companies in the same or similar businesses, but which, in the case of Inventory, shall in no event be less than the full replacement value of the property so insured. The Lender Administrative Agent shall be named as mortgagee, loss payee and additional insured (as applicable) on such insurance policies held by the Borrower and each Guarantor and shall be given 15 (x) 10 days’ ' prior written notice of any cancellation or modification of insurance as a result of the failure of any member of the Borrower Affiliated Group to pay the premiums thereon and (y) 30 days' prior written notice of any cancellation or modification of insurance for any reason other than non-payment of premiums thereon (except, in each case, with respect to the insurance of the Excluded Foreign Subsidiaries). If the Borrower or any other member of the Borrower Affiliated Group (other than any Excluded Foreign Subsidiary) fails to provide such insurance. If such insurance expires without being immediately renewed or replaced, the LenderAdministrative Agent, in its sole and reasonable discretion, may provide such insurance and charge the cost thereof to the Loan Account and if, at the time such sums are (or are to be) charged to the Loan Account, such sums, plus the aggregate principal amount of all Revolving Loans outstanding, plus the aggregate principal amount of all Swingline Loans outstanding, plus the aggregate Stated Amount of Letters of Credit outstanding at such time, plus the aggregate amount of all unreimbursed draws under outstanding Letters of Credit, equals or exceeds the lesser of (A) the aggregate amount of the Revolving Credit Commitments of all of the Banks at such time, and (B) the Borrowing Base at such time, the Administrative Agent may charge the cost thereof to the Borrower’s 's or any such Guarantor’s other member of the Borrower Affiliated Group's deposit account with the LenderAdministrative Agent. Any payment not recovered from the Borrower or such Guarantor any other member of the Borrower Affiliated Group shall bear interest at the Base Prime Rate plus the Applicable Base Prime Rate Margin then in effect applicable to Revolving Loans. The Lender Administrative Agent shall not, by the fact of approving, disapproving, accepting, obtaining or failing to obtain any such insurance, incur liability for the form or legal sufficiency of insurance contracts, solvency of insurance companies or payment of lawsuits, and the Borrower and each other member of the Borrower Affiliated Group hereby expressly assumes full responsibility therefor and liability, if any, thereunderthereunder (unless such liability results from the gross negligence or willful misconduct of the Administrative Agent). The Borrower shall, and shall cause each Guarantor other member of the Borrower Affiliated Group to, from time to time, time furnish to the Lender Administrative Agent with reasonable promptness certificates or other evidence reasonably satisfactory to the Lender Administrative Agent of compliance with the foregoing insurance provisions. The provisions of this Section 5.3 shall be deemed to be supplemental to, but not duplicative of, the provisions of any of the Security Loan Documents that require the maintenance of insurance.

Maintenance and Insurance. The Borrower shall, and shall cause each other Each member of the Borrower Affiliated Group to, shall maintain its properties in good repair, working order and condition (normal reasonable wear and tear tear, and damage caused by fire or other casualty to the extent fully covered by insurance (after giving effect to any applicable commercially reasonable deductible), excepted) as required for the normal conduct of its business (after giving effect to the Purchase Transactions) and from time to time the members of the Borrower Affiliated Group will make or cause to be made all needful and proper repairs, renewals, replacements, additions and improvements thereto so that the business of the Borrower Affiliated Group may be properly and advantageously conducted at all times and shall maintain or cause to be maintained (or to be replaced as needed) all Leases as may be required for the conduct of the Borrower’s and each other member of the Borrower Affiliated Group’s 's business. The Borrower shall and shall cause each other Each member of the Borrower Affiliated Group to shall at all times maintain liability and casualty insurance with financially sound and reputable insurers in such amounts as the officers of the Borrower and such other member members of the Borrower Affiliated Group in the exercise of their reasonable judgment deem to be adequate. The Lender Collateral Agent shall be named as loss payee and additional insured (as applicable) on such insurance policies held by the Borrower and each Guarantor and shall be given 15 30 days’ ' prior written notice of any cancellation or modification of such insurance. If any member of the Borrower Affiliated Group fails to provide such insurance expires without being immediately renewed or replacedinsurance, the LenderCollateral Agent, in its reasonable sole and complete discretion, may provide such insurance and charge the cost thereof to the Loan Account or to the Borrower’s or any such Guarantor’s Borrowers' deposit account with the LenderAgent or any Bank. Any payment not recovered from the Borrower or such Guarantor Borrowers shall bear interest at the Base Rate plus the Applicable Base Rate Margin then in effect applicable to Revolving Loanseffect. The Lender shall notNeither the Agent nor any Bank shall, by the fact of approving, disapproving, accepting, obtaining or failing to obtain any such insurance, incur liability for the form or legal sufficiency of insurance contracts, solvency of insurance companies or payment of lawsuits, and the Borrower and each other member of the Borrower Affiliated Group hereby expressly assumes full responsibility therefor and liability, if any, thereunder. The Each member of the Borrower shall, and Affiliated Group shall cause each Guarantor to, from time to time, furnish to the Lender with reasonable promptness Collateral Agent certificates or other evidence reasonably satisfactory to the Lender Agent of compliance with the foregoing insurance provisions. The provisions provision of this Section 5.3 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.

Maintenance and Insurance. The Borrower shall, and shall cause each other member of the Borrower Affiliated Group to, maintain its properties in good repair, working order and condition (normal wear and tear excepted) as required for the normal conduct of its business and from time to time the Borrower will make or cause to be made, and cause each other member of the Borrower Affiliated Group to make or cause to be made, all necessary and proper repairs, renewals, replacements, additions and improvements thereto so that the business of the Borrower and such other members of the Borrower Affiliated Group may be properly and advantageously conducted at all times and shall maintain or cause to be maintained (or to be replaced as needed) all Leases as may be required for the conduct of the Borrower’s and each other member of the Borrower Affiliated Group’s business. The Borrower shall and shall cause each other member of the Borrower Affiliated Group to at all times maintain liability and casualty insurance with financially sound and reputable insurers in such amounts as the officers of the Borrower and such other member of the Borrower Affiliated Group in the exercise of their reasonable judgment deem to be adequate. The Lender Administrative Agent shall be named as mortgagee, loss payee and additional insured (as applicable) on such insurance policies held by the Borrower and each Guarantor and shall be given 15 30 days’ prior written notice of any cancellation or modification of such insurance. If the Borrower or any other member of the Borrower Affiliated Group fails to provide such insurance expires without being immediately renewed or replacedinsurance, the LenderAdministrative Agent, in its reasonable sole discretion, may provide such insurance and charge the cost thereof to the Loan Account or to the Borrower’s or any such Guarantorother member of the Borrower Affiliated Group’s deposit account with the LenderAdministrative Agent. Any payment not recovered from the Borrower or such Guarantor any other member of the Borrower Affiliated Group shall bear interest at the Base Prime Rate plus the Applicable Base Prime Rate Margin then in effect applicable to Revolving Credit Loans. The Lender Administrative Agent shall not, by the fact of approving, disapproving, accepting, obtaining or failing to obtain any such insurance, incur liability for the form or legal sufficiency of insurance contracts, solvency of insurance companies or payment of lawsuits, and the Borrower and each other member of the Borrower Affiliated Group hereby expressly assumes full responsibility therefor and liability, if any, thereunder. The Borrower shall, and shall cause each Guarantor other member of the Borrower Affiliated Group to, from time to time, furnish to the Lender with reasonable promptness Administrative Agent certificates or other evidence reasonably satisfactory to the Lender Administrative Agent of compliance with the foregoing insurance provisions. The provisions of this Section 5.3 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.