Common use of Maintenance of Insurance Clause in Contracts

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties TGI shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate certificates of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, certificate and (y) at the request of the Administrative Agent, from time to time a summary schedule indicating all insurance then in force with respect to each of TGI and its Subsidiaries. From and after the Loan Parties. Such Closing Date, such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise endorsements, in form and substance acceptable to the Administrative Agent, which shall (i) specify the Administrative Agent in as an additional insured and lender loss payee as its discretion. The interests may appear, with the understanding that any obligation imposed upon the insured (including the liability to pay premiums) shall be the sole obligation of TGI or relevant Subsidiary and not that of the Administrative Agent, (ii) include effective waivers by the insurer of all claims for insurance premiums against the Administrative Agent, (iii) provide that no cancellation of such policies for any reason (including non-payment of premium) shall be effective until at least thirty (30) days after receipt by the Administrative Agent of written notice of such cancellation (except that the prior notice period to the Administrative Agent may be ten (10) days prior to cancellation resulting from non-payment of premium), (iv) be primary without right of contribution of any other insurance carried by or on behalf of any additional insureds, and (v) provide that inasmuch as the policy covers more than one insured, all terms, conditions, insuring agreements and endorsements (except limits of liability) shall operate as if there were a separate policy covering each insured, (vi) provide that the interest of the Banks shall be insured regardless of any breach or violation by the applicable Loan Parties of any warranties, declarations or conditions contained in such policies or any action or inaction of the applicable Loan parties or others insured under such policies and (vii) provide a waiver of any right to set off or counterclaim or any other deduction and provide that any rights of subrogation which the insurers may have or acquire shall be adjusted in accordance with “lender loss payee” clauses of each such policy, which in each case shall be reasonably satisfactory to the Administrative Agent. TGI shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral insured assets and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.

Maintenance of Insurance. Each Loan Party shall, The Borrower and the Restricted Subsidiaries shall cause each of its Subsidiaries to, insure its their properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including flood, fire, extended coverage, property damage, workers’ compensation, compensation and public liability and business interruption insurance) and against other risks (including errors risks, and omissions) in such amounts as similar properties and assets assets, as are commonly insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties Borrower shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ its independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, certificate and (y) from time to time a summary schedule indicating all commercial insurance then in force with respect to each of the Loan PartiesBorrower and the Restricted Subsidiaries. Such policies of insurance shall contain special the necessary endorsements or policy language, which include shall (i) specify the provisions specified below Collateral Agent on behalf of the Secured Parties as an additional insured on the liability policies and mortgagee and lender loss payee as their interests may appear on the property policies, with the understanding that any obligation imposed upon the insured (including the liability to pay premiums) shall be the sole obligation of the Borrower and the Restricted Subsidiaries and not that of the additional insured, (ii) provide that the interest of the Lenders, under the lender’s loss payable endorsement in a form similar to the form provided on the Closing Date, shall be insured regardless of any breach or violation by the Borrower or any of its Subsidiaries of any warranties, declarations or conditions contained in such policies or any action or inaction of the Borrower or any of its Subsidiaries, (iii) provide a waiver of any right of the insurers to set off or counterclaim or any other deduction, whether by attachment or otherwise (to the extent that the Loan Parties are able on a commercially reasonable efforts basis to obtain such waiver from the insurers), (iv) provide that no cancellation of such policies for any reason (including non-payment of premium) nor any change therein shall be effective until at least ten (10) days after notification to the Administrative Agent of such cancellation or change, (v) be primary without right of contribution of any other liability insurance carried by or on behalf of any additional insureds with respect to their respective interests in the Collateral, and (vi) provide that inasmuch as any liability policy covers more than one insured, all terms, conditions, insuring agreements and endorsements (except limits of liability) shall operate as if there were a separate policy covering each insured. Each Loan Party shall take all actions required under the Flood Laws to assist in ensuring that each Lender is in compliance with the Flood Laws applicable to the Collateral, including, but not limited to, (i) maintaining such flood insurance in full force and effect and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the Flood Laws and (ii) delivering to the Administrative Agent evidence of such compliance in form and substance reasonably acceptable to the Administrative Agent in its discretionAgent. The applicable Loan Parties If a Casualty Event occurs, the Borrower shall promptly notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral such event and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedloss.

Maintenance of Insurance. Each Loan Party shallSuch Grantor will use commercially reasonable efforts to maintain with financially sound insurance companies insurance on, or self insure, all property of such Grantor material to the business of the Company and shall cause each of its Subsidiaries toSubsidiaries, insure its properties and assets against loss or damage by fire and taken as a whole, in at least such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) amounts and against other at least such risks (including errors and omissions) as are usually insured against in such amounts as the same general area by companies engaged in the same or a similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customarybusiness, all as reasonably determined in good faith by such Grantor or the Administrative Company. Such Grantor or the Company shall ensure that at all times following the date that is 180 days after the date hereof the Note Collateral Agent. At , for the request benefit of the Administrative AgentSecured Parties, or the applicable Collateral Representative, in accordance with the applicable Intercreditor Agreement, shall be named as additional insureds with respect to liability policies, and the Note Collateral Agent or the applicable Collateral Representative, in accordance with the applicable Intercreditor Agreement, shall be named a loss payee with respect to the property insurance maintained by such Grantor with respect to such Grantor’s Collateral and Mortgage Property; provided that, unless an Event of Default shall have occurred and be continuing, the Loan Parties Note Collateral Agent shall turn over to the Company any amounts received by it as loss payee under any property insurance maintained by such Grantor, and, unless an Event of Default shall have occurred and be continuing, the Note Collateral Agent agrees that the Company and/or the applicable Grantor shall have the sole right to adjust or settle any claims under such insurance. Each Grantor shall deliver to the Administrative Note Collateral Agent and each of evidence that the Lenders (x) on Note Collateral Agent or the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the applicable Collateral required to be maintained by this Agreement and the other Loan DocumentsRepresentative, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms applicable Intercreditor Agreement, has been named as a loss payee and named as an additional insured in accordance with the foregoing sentence and, upon written request of the Credit AgreementNote Collateral Agent, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time further information in reasonable detail as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance carried.

Maintenance of Insurance. Each Loan Party The Borrower shall, and shall ------------------------ cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ worker's compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties Borrower shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate certificates of insurance signed by the Loan Parties’ Borrower's independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, Documents and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan PartiesBorrower. Such policies of insurance shall contain special endorsements endorsements, which include shall (i) specify the provisions specified below Collateral Agent as additional insured, mortgagee and lender loss payee as its interests may appear, regardless of any breach or are otherwise violation by the Borrower or its applicable subsidiary of any warranties, declarations or conditions contained in form acceptable to such policies, (ii) provide, except in the case of public liability insurance and workmen's compensation insurance, that all insurance proceeds shall be adjusted and payable in accordance with the terms of the applicable Mortgage or First Mortgage, and (iii) provide that no cancellation of such policies shall be effective until at least thirty (30) days after receipt by the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount written notice of such loss cancellation or declinechange. Any monies received by the Administrative Agent or Collateral Agent constituting insurance proceeds may, at or condemnation proceeds (pursuant to the option of the Administrative Agent, (iMortgage or First Mortgage) in the case of property insurance proceeds received during the existence of an Event of Default, shall be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand applicable Mortgage or First Mortgage. The insurance requirements set forth herein may be satisfied through blanket insurance obtained and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed maintained by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedMPN.

Maintenance of Insurance. Each (a) To the extent the Servicer is permitted to do so under a Mortgage Loan Party shall(but only to the extent consistent with the Servicer's servicing of its own loan portfolio), and the Servicer shall cause to be maintained for each of its Subsidiaries to, insure its properties and assets against loss or damage by Mortgage Loan a hazard insurance policy that provides for fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate which provides for a recovery of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached proceeds relating to such certificateMortgage Loan, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each an amount not less than the least of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during Unpaid Loan Balance (plus the existence of an Event of Defaultrelated senior lien loan, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreementif any), (ii) the minimum amount required to compensate for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default damage or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, loss on a replacement cost basis and (iii) the full insurable value of the premises. The Servicer shall maintain such insurance policies in the name of the Servicer for losses equal the benefit of the Trustee. The policies shall require the insurer to provide the mortgagee with 30 days' notice prior to any cancellation or greater than One Hundred Thousand as otherwise required by law. The Servicer may also (but is not obligated to) maintain a blanket hazard insurance policy or policies if the insurer or insurers of such policies are acceptable to each Rating Agency, in which case the Servicer shall conclusively be deemed to have satisfied its obligations under this Section 3.09(a). If such a blanket policy contains a deductible clause, the Servicer shall deposit in the Collection Account, in accordance with Section 3.06(c)(4), any amount not payable under the blanket policy during any Collection Period because of the deductible clause that would have been paid under a hazard policy that meets the requirements of this Section 3.09(a) and 00/100 Dollars does not have a deductible clause; provided, however, that the Servicer's obligation so to deposit any such amount shall exist only if and to the extent that the Servicer determines, in its reasonable business judgment, such deposit to be recoverable as a Servicing Advance in accordance with Section 3.07(b). If the Mortgage Loan at the time of origination ($100,000.00or if required by federal law, at any time thereafter) received at such time as no Event of Default or Potential Default exists, be disbursed relates to a Mortgaged Property in an area identified in the Federal Register by the Administrative Agent Federal Emergency Management Agency as having special flood hazards, then to the extent the Servicer is permitted to do so under the Mortgage Loan (but only to the extent consistent with the Servicer's servicing of its own loan portfolio), the Servicer will cause to be maintained thereon a flood insurance policy in a form meeting the requirements of the then current guidelines of the Federal Insurance Administration in an amount representing coverage, and which provides for a recovery of insurance proceeds relating to such Mortgage Loan, of not less than the least of (i) the Unpaid Loan Balance of the Mortgage Loan (plus the related senior lien loan, if any), (ii) the minimum amount required to compensate for damage or loss on a replacement cost basis and (iii) the maximum amount of insurance that is available under the Flood Disaster Protection Act of 1973. The Servicer shall indemnify the Trust for any loss to the Trust resulting from the Servicer's failure to advance premiums for such insurance required by this Section. The Servicer shall have no obligation to maintain or cause to be maintained any earthquake or additional insurance on a Mortgage Loan or Mortgaged Property unless the related Mortgagor is required under applicable Loan Parties on law to maintain such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance.

Maintenance of Insurance. Each Loan Party shall(a) Maintain, and shall cause each Loan Party to maintain, with endorsements and with insurers (with a Best Rating of its Subsidiaries toat least A7, insure its properties unless otherwise approved by the Administrative Agent) satisfactory to the Administrative Agent, insurance (i) with respect to the Collateral, Properties and assets against loss business of the Loan Parties covering casualty, hazard, larceny, embezzlement, theft or damage by fire and such other insurable hazards as such assets are commonly insured (including firecriminal misappropriation, extended coveragemalicious mischief, property damageproduct liability, workers’ compensation, public liability flood and other risks, in amounts satisfactory to the Administrative Agent, and (ii) covering business interruption insurance) with policy limits, coverage amounts and against other risks (including errors deductibles determined from time to time by the Loan Parties in their commercially reasonable business judgment and omissions) in not otherwise materially inconsistent with the past policies of such Loan Party regarding policy limits, coverage amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businessesdeductibles, and with reputable and financially sound insurers, including self-insurance subject to the extent customary, all as reasonably determined by an Insurance Assignment satisfactory to the Administrative Agent. At the request of All proceeds under each policy shall be payable to the Administrative Agent. From time to time upon request, the Loan Parties Borrower Agent shall deliver to the Administrative Agent and each the originals or certified copies of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing policies and certifying updated flood plain searches. Unless the Administrative Agent shall agree otherwise, each policy shall include satisfactory endorsements (i) showing the Administrative Agent as loss payee; (ii) requiring 30 days prior written notice to the existence Administrative Agent in the event of cancellation of the policy for any reason whatsoever; and (iii) specifying that the interest of the Administrative Agent shall not be impaired or invalidated by any act or neglect of any Borrower, any Subsidiary or the owner of the Property, nor by the occupation of the premises for purposes more hazardous than are permitted by the policy. If any Borrower fails to provide and pay (or cause its respective Subsidiaries that are Loan Parties to provide and pay) for any insurance on the Collateral required to be maintained by this Agreement Section 6.07(a), the Administrative Agent may, at its option, but shall not be required to, procure the insurance and charge the other Loan DocumentsBorrowers therefor. Each Borrower agrees to deliver to the Administrative Agent, together with a copy promptly as rendered, copies of the endorsement described all reports made to insurance companies in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an While no Event of DefaultDefault exists, be applied by the Borrowers may settle, adjust or compromise any insurance claim, as long as the proceeds are delivered to the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no extent required pursuant to Section 6.07(b). If an Event of Default or Potential Default exists, be disbursed by only the Administrative Agent shall be authorized to the applicable Loan Partiessettle, adjust and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at compromise such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedclaims.

Maintenance of Insurance. Each (a) Maintain, or cause to be maintained, with the Captive Insurance Subsidiaries or with insurance companies reasonably believed by the Borrower to be financially sound and reputable (none of which are Affiliates of the Loan Party shallParties, and shall cause each of its Subsidiaries to, insure except for the Captive Insurance Subsidiaries) insurance with respect to its properties and assets business against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts amounts, with such deductibles and covering such risks as are customarily carried by Persons engaged in similar businesses and owning similar properties in the same or similar localities where the applicable Loan Party or the applicable Subsidiary operates, including without limitation flood insurance; provided, however, that the Borrower and assets are insured by prudent its Subsidiaries may self-insure to the same extent as other companies engaged in similar circumstances carrying on businesses and owning similar businesses, properties in the same general areas in which the Borrower or such Subsidiary operates and with reputable and financially sound insurers, including self-insurance to the extent customaryconsistent with prudent business practice. The Administrative Agent shall be named as mortgagee with respect to real property insurance policies, loss payee with respect to liability insurance policies and additional insured with respect to all liability policies, in each case as reasonably determined its interest may appear, with respect to any such insurance providing coverage in respect of any material Collateral, and each provider of any such insurance shall agree, by endorsement upon the policy or policies issued by it or by independent instruments furnished to the Administrative Agent, that it will give the Administrative Agent thirty (30) days prior written notice before any such policy or policies shall be altered or canceled. At The Captive Insurance Subsidiaries shall not provide insurance or reinsurance coverage for any Person other than the request Borrower, the other Loan Parties, Affiliates of Borrower, the other Excluded Subsidiaries, transportation providers or Managed Entities, without the prior written consent of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.

Maintenance of Insurance. Each Loan Party shallSuch Grantor will maintain with financially sound and reputable insurance companies insurance on, or self insure, all property material to the business of the Parent Borrower and shall cause each of its Subsidiaries toRestricted Subsidiaries, insure its properties taken as a whole, in at least such amounts and assets against loss or damage by fire and at least such other insurable hazards as such assets are commonly insured risks (but including firein any event public liability, extended coverage, property damage, workers’ compensation, public product liability and business interruption insuranceinterruption) as are consistent with the past practices of the Parent Borrower and its Subsidiaries and otherwise as are usually insured against other risks (including errors and omissions) in such amounts as the same general area by companies engaged in the same or a similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance business; furnish to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Collateral Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying upon written request, information in reasonable detail as to the existence insurance carried; such property insurance shall provide that no cancellation, material reduction in amount or material change in coverage thereof shall be effective until at least 30 days after receipt by the Collateral Agent of written notice thereof, or in the case of cancellation for non-payment of premium, ten (10) days prior written notice thereof; ensure that at all times the Collateral Agent for the benefit of the insurance on the Collateral required to Secured Parties, shall be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force named as an additional insured with respect to each liability policies and the Collateral Agent for the benefit of the Loan Secured Parties. Such policies of insurance , shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable be named as loss payee with respect to the Administrative Agent in its discretion. The applicable Loan Parties property insurance maintained by such Grantor; provided that, unless an Event of Default or a Dominion Event shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral have occurred and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agentbe continuing, (i) in the case of Collateral Agent shall turn over to such Grantor or the Parent Borrower any amounts received by it as loss payee under any property insurance proceeds received during the existence of an Event of Default, be applied maintained by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreementsuch Grantor, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at the Collateral Agent agrees that such time as no Event of Default Grantor shall have the sole right to adjust or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, settle any claims under such insurance and (iii) for losses equal all proceeds from a Recovery Event shall be paid to such Grantor or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedParent Borrower.

Maintenance of Insurance. Each Loan Party Maintain, and shall cause its Subsidiaries to maintain insurance with responsible carriers against such risks and in such amounts, and with such deductibles, retentions, self-insured amounts and co-insurance provisions, as are, in the Administrative Agent’s reasonable judgment, customarily carried by similar businesses of similar size, including property and casualty loss, workers’ compensation and interruption of business insurance. The Borrower shall, and shall cause each of its Subsidiaries Subsidiary to, insure its properties use commercially reasonable efforts to cause each such insurance policy to (a) name the Collateral Agent as loss payee with respect to property insurance and assets against additional insured with respect to general liability insurance (without any representation or warranty by or obligation upon the Collateral Agent); (b) contain the agreement by the insurer that any loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance thereunder shall be payable to the extent customaryCollateral Agent notwithstanding any action, all as reasonably determined inaction or breach of representation or warranty by the Administrative Agent. At Borrower or its Subsidiaries, subject to applicable insurance industry standards; (c) provide that there shall be no recourse against the request Collateral Agent for payment of premiums or other amounts with respect thereto; (d) provide that the Administrative Agent, the Loan Parties insurer shall deliver endeavor to give at least ten (10) days’ prior written notice of cancellation or of lapse shall be given to the Administrative Collateral Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing insurer; and certifying as to the existence of the insurance on (e) allow the Collateral Agent to settle any claims under insurance policies required to be maintained by under this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of Section 6.08 following an Event of Default. The Borrower and its Subsidiaries will, be applied if so requested by the Administrative Agent Collateral Agent, duly execute and deliver instruments of assignment of such insurance policies to the payment of the Obligations in accordance comply with the terms requirements of this Section 6.08 and cause the Credit Agreement, (ii) for losses insurers to acknowledge notice of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedassignment.

Maintenance of Insurance. Each Loan Party shall, Maintain in full force and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) effect insurance in such amounts as similar properties amounts, covering such risks and assets are insured by prudent companies in similar circumstances carrying on similar businesses, liabilities and with reputable and financially sound insurerssuch deductibles or self‑insurance retentions as are in accordance with normal industry practice (it being understood that, including self-insurance to the extent customaryconsistent with prudent business practices of Person carrying on a similar business in a similar location as the Consolidated Parties, all as reasonably determined by the Administrative Agenta program of self‑insurance for first or other loss layers may be utilized in an aggregate amount not to exceed $50,000,000). At the request of the Administrative Agent, the Loan Parties shall deliver to the The Administrative Agent and each shall be named as an additional insured as its interests may appear on behalf of the Lenders under all policies with respect to liability insurance (xA) within 30 days following the Closing Date with respect to such policies in effect on the Closing Date and annually thereafter an original certificate of insurance signed by (B) as promptly as practicable following the Loan Parties’ independent insurance broker describing and certifying as to the existence effectiveness of the applicable policies with respect to policies that become effective after the Closing Date. The Collateral Agent, for the benefit of the Lenders, shall be named as a co-loss payee under all policies with respect to property insurance covering any Collateral (x) within 30 days following the Closing Date with respect to such policies in effect on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, Closing Date and (y) from time to time a summary schedule indicating all insurance then in force as promptly as practicable following the effectiveness of the applicable policies with respect to policies that become effective after the Closing Date; provided in each of the Loan Parties. Such policies of insurance shall contain special endorsements which include case that (without limiting the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, Section 2.05): (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time so long as no Event of Default under Sections 9.01(a)(i) or Potential Default exists(g) hereof shall have occurred and be continuing, any proceeds payable under such property insurance shall be disbursed by the Administrative Agent paid directly to the applicable Loan Parties, Borrower and not the Collateral Agent for application permitted under this Agreement and (iiiii) for losses equal the Collateral Agent shall promptly deliver such documentation as the Borrower or the applicable insurer shall reasonably request to or greater than One Hundred Thousand confirm and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent give effect to the applicable Loan Parties on such terms as are deemed appropriate by provisions of the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedforegoing clause (i).

Maintenance of Insurance. Each Loan Party shallExcept if the failure to do so would not reasonably be expected to have a Material Adverse Effect, maintain in full force and shall cause each effect, with insurance companies that the Borrower believes (in the good faith judgment of the management of the Borrower) are financially sound and responsible at the time the relevant coverage is placed or renewed, insurance in at least such amounts (after giving effect to any self-insurance which the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and prudent in light of the size and nature of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurancebusiness) and against other at least such risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurerssuch risk retentions) as are usually insured against in the same general area by companies engaged in businesses similar to those engaged by the Borrower Parties (for the avoidance of doubt, including self-such coverage shall not include flood insurance except to the extent customaryrequired by applicable law). Subject to Section 6.16, the Borrower shall use commercially reasonable efforts to ensure that at all times the Collateral Agent, for the benefit of the Secured Parties, shall be named as reasonably determined an additional insured with respect to liability policies (other than directors and officers policies and workers compensation) maintained by the Administrative Borrower and each Subsidiary Guarantor and the Collateral Agent. At , for the request benefit of the Administrative AgentSecured Parties, shall be named as loss payee and mortgagee with respect to the property insurance maintained by the Borrower and each Subsidiary Guarantor; provided that, unless an Event of Default pursuant to Section 8.01(a), (f) or (g) shall have occurred and be continuing, (A) all proceeds from insurance policies shall be paid to the Borrower or applicable Subsidiary Guarantor, (B) to the extent the Collateral Agent receives any proceeds, the Loan Parties Collateral Agent shall deliver turn over to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter Borrower any amounts received by it as an original certificate of additional insured or loss payee under any property insurance signed maintained by the Loan Parties’ independent insurance broker describing Borrower and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificateits Subsidiaries, and (yC) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and Agent agrees that the estimated (Borrower and/or its Subsidiaries shall have the sole right to adjust or actual, if available) amount of settle any claims under such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance.

Maintenance of Insurance. Each Loan Party shallMaintain, and shall and/or cause each of its Subsidiaries toto maintain, insure its (x) insurance with responsible and reputable insurance companies or associations in such amounts and covering such risks as is usually carried by companies engaged in similar businesses and owning similar properties in the same general areas in which such Loan Party or such Subsidiaries operate or otherwise approved by the Required Lenders (which approval shall not be unreasonably withheld or delayed) and assets (y) the insurance coverage required pursuant to their respective Property Loan Documents, except, in the case of Subsidiaries that are Immaterial Joint Ventures, for each of clauses (x) and (y), where non-compliance could not reasonably be expected to have a Material Adverse Effect. With respect to any insurance maintained by any Loan Party, the insurance against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customaryCollateral shall name the Administrative Agent as sole loss payee with respect to the Collateral, all as reasonably determined shall not be invalidated by any action of or breach of warranty by such Loan Party of any provision thereof and shall waive subrogation against the Administrative Agent. At With respect to any liability policy(ies) maintained by any Loan Party, such liability policy(ies) shall name the request Administrative Agent as an additional insured in the full amount of such Loan Party’s liability coverage limits (or the coverage limits of any successor to such Loan Party or such successor’s parent which is providing coverage), be primary and without contribution as respects any insurance carried by the Administrative Agent and contain severability of interest clauses. All policies of insurance maintained by any Loan Party shall provide that the Administrative Agent shall be given thirty (30) days’ notice of cancellation of coverage as per policy provisions. On or prior to the Closing Date and prior to each policy renewal, the Borrower shall furnish to the Administrative Agent, the Loan Parties shall deliver certificates of insurance or other evidence reasonably satisfactory to the Administrative Agent and each that insurance maintained by any Loan Party complies with all of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described above requirements is in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedeffect.

Maintenance of Insurance. Each Loan Party shallMaintain, and shall cause each of its Subsidiaries toto maintain, insure its properties and assets against loss insurance with reputable insurance companies or damage by fire and such other insurable hazards as such assets are commonly insured associations (including firecommercial general liability, extended coverageproperty, property damage, workers’ compensation, public liability worker’s compensation and business interruption insurance) and against other risks with respect to its properties (including errors all real properties leased or owned by it) and omissions) business, in such amounts amounts, subject to such deductibles and self-insurance retentions and covering such risks as similar properties and assets are insured is required by prudent any Governmental Authority having jurisdiction with respect thereto or as is carried generally in accordance with sound business practice by companies in similar circumstances carrying on similar businessesbusinesses similarly situated. Each policy of comprehensive general liability and general property insurance shall, and with reputable and financially sound insurersif applicable, including self-insurance to (i) name the extent customary, all Lender as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying additional insured thereunder as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificateits interests may appear, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (iii) in the case of each property insurance proceeds received policy, contain a loss payable clause or endorsement that names the Lender as the loss payee thereunder and use commercially reasonable efforts to cause such endorsements to provide that the insurer will provide at least 30 days’ (or in the case of non-payment, 10 days) prior written notice to the Lender of the exercise of any right of cancellation. All certificates of insurance are to be delivered to the Lender and the policies are to be premium prepaid, with the loss payable and additional insured endorsement in favor of the Lender and such other Persons as the Lender may designate from time to time. If any Loan Party or any of its Subsidiaries fails to maintain such insurance, the Lender may arrange for such insurance, but at the Borrower’s expense and without any responsibility on the Lender’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 existence continuance of an Event of Default, be applied by the Administrative Agent to Lender shall have the payment sole right, in the name of the Obligations in accordance with the terms of the Credit AgreementLender, (ii) any Loan Party and its Subsidiaries, to file claims under any insurance policies, to receive, receipt and give acquittance for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, any payments that may be disbursed by the Administrative Agent to the applicable Loan Partiespayable thereunder, and (iii) for losses equal to execute any and all endorsements, receipts, releases, assignments, reassignments or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance policies.

Maintenance of Insurance. Each Loan Party shallThe Borrower will, and shall will cause each Subsidiary to, at all times maintain in full force and effect, pursuant to self-insurance arrangements or with insurance companies that the Borrower believes (in the good faith judgment of the management of the Borrower) are financially sound and responsible at the time the relevant coverage is placed or renewed, insurance in at least such amounts (after giving effect to any self-insurance which the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and prudent in light of the size and nature of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurancebusiness) and against other at least such risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable such risk retentions) as the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and financially sound insurers, including self-insurance prudent in light of the size and nature of its business; and will furnish to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) upon written request from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, information presented in reasonable detail as to the insurance so carried. During any Credit Rating Trigger Period (i) in and only during any Credit Rating Trigger Period), the case of property Secured Parties shall be the additional insureds on any such liability insurance proceeds received during the existence of an Event of Defaultas their interests may appear and, be applied by if casualty insurance is obtained, the Administrative Agent to shall be the payment of the Obligations in accordance with the terms of the Credit Agreementadditional loss payee under any such casualty insurance; provided that, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time so long as no Event of Default has occurred and is then continuing, the Secured Parties will provide any proceeds of such casualty insurance to the Borrower to the extent that the Borrower undertakes to apply such proceeds to the reconstruction, replacement or Potential Default existsrepair of the property insured thereby. During any Credit Rating Trigger Period (and only during any Credit Rating Trigger Period), be disbursed all policies of insurance required by the terms of this Agreement or any Security Document shall provide that each insurer shall endeavor to give at least 30 days’ prior written notice to the Administrative Agent of any cancellation of such insurance (or at least 10 days’ prior written notice in the case of cancellation of such insurance due to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event non-payment of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedpremiums).

Maintenance of Insurance. Maintain with financially sound and reputable insurance companies not Affiliates of the Borrower, (a) 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 (including, without limitation, casualty, hazard, theft, malicious mischief, flood and other risks) and in such amounts as are customarily carried under similar circumstances by such other Persons; (b) business interruption insurance in an amount reasonably satisfactory to the Administrative Agent, with deductibles and subject to an Insurance Assignment reasonably satisfactory to the Administrative Agent; and (c) any other insurance that the Administrative Agent, in its commercially reasonable opinion, requires in order to adequately protect both the Administrative Agent’s and Lenders’ interests in all or any portion of the Collateral and to ensure that each Borrower and each Subsidiary is protected by insurance in amounts and with coverage customary for its industry. Unless the Administrative Agent shall agree otherwise, each policy shall include satisfactory endorsements (i) showing the Administrative Agent as loss payee or an additional insured, as applicable; (ii) (unless waived by the Administrative Agent) requiring 30 days prior written notice to the Administrative Agent in the event of termination, lapse or cancellation of any policy for any reason whatsoever; and (iii) (unless waived by the Administrative Agent) specifying that the interest of the Administrative Agent shall not be impaired or invalidated by any act or neglect of any Borrower or the owner of the Property. Unless the Administrative Agent shall agree otherwise, as soon as is reasonably practicable but in any event on or prior to the expiration date of any policy evidencing insurance required under this Section 6.07, a renewal thereof reasonably satisfactory to the Administrative Agent shall be delivered to the Administrative Agent or substitution thereof, together with receipts or other evidence of the payment of any premiums then due on such renewal policy or substitute policy. If any Borrower fails to provide and pay for any insurance, the Administrative Agent may, at its option, but shall not be required to, procure the insurance and charge Borrowers therefor. Each Loan Party shallBorrower agrees to deliver to the Administrative Agent, promptly as rendered, copies of all reports made to insurance companies. If reasonably requested by the Administrative Agent, each Borrower shall and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance Subsidiary to deliver to the extent customary, all as Administrative Agent from time to time a report of a reputable insurance broker reasonably determined by satisfactory to the Administrative Agent, with respect to its insurance policies. At From time to time upon request, Borrowers shall deliver to the Administrative Agent the originals or certified copies of its insurance policies and updated flood plain searches. If an Event of Default occurs and is continuing, and at the request of the Administrative Agent, Borrowers shall deposit with the Loan Parties Administrative Agent on the first day of each calendar month thereafter, a sum in an amount determined by the Administrative Agent from time to time by written notice to Borrower Agent, in order to accumulate funds sufficient to permit the Administrative Agent to pay all premiums payable in connection with the insurance required hereunder at least thirty (30) days prior to the date or dates on which they shall become due. Upon demand by the Administrative Agent, Borrowers shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying such additional monies as to the existence of the insurance on the Collateral are required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described satisfy any deficiencies in the next sentence attached amounts necessary to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by enable the Administrative Agent to pay such premiums thirty (30) days prior to the payment date they shall become due. The Administrative Agent shall pay such premiums as they become due to the extent of the Obligations in accordance funds on deposit with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent from time to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedtime.

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Restricted Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, insurers having a financial strength rating of at least A- by A.M. Best Company (or otherwise reasonably satisfactory to the Administrative Agent) and including self-insurance to the extent customarycustomary (but not with respect to insurance on the ABL Priority Collateral), all as reasonably determined acceptable by the Administrative AgentAgent and as may be required pursuant to the terms of the Collateral Documents. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original a certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy (y) copies of the endorsement endorsements described in the next sentence two (2) sentences attached to such certificate, and (yz) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such All insurance policies required in this clause shall name the Administrative Agent (for the benefit of the Administrative Agent and the Secured Parties) as an additional insured, as applicable, and with respect to casualty policies covering Collateral, as mortgagee or as lender’s loss payee, as applicable, and shall contain lender loss payable clauses or mortgagee clauses, as applicable, through endorsements in form and substance reasonably satisfactory to the Administrative Agent. Additionally, such policies of insurance shall contain special endorsements which include provide that it shall not be canceled, modified or not renewed (i) by reason of nonpayment of premium except upon not less than ten (10) days’ prior written notice thereof by the provisions specified below or are otherwise in form acceptable insurer to the Administrative Agent in its discretionor (ii) for any other reason except upon not less than thirty (30) days’ prior written notice thereof by the insurer to the Administrative Agent. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any Subject in all cases to the provisions of this Agreement (including, without limitation, Section 5.12), any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit this Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.

Maintenance of Insurance. Each Maintain or cause to be maintained, with financially sound and reputable insurers rated not less than B+, Class VI by Best’s, comprehensive general liability insurance, professional liability (malpractice) insurance, business interruption insurance and all risk casualty insurance with respect to liabilities, losses or damage in respect of the assets, properties and businesses of each Loan Party shallas may customarily be carried or maintained under similar circumstances by Persons of established reputation engaged in similar businesses, and shall cause in each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) case in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses(giving effect to self insurance), with such deductibles, covering such risks, and with reputable in amounts and financially sound insurersotherwise on such terms and conditions as shall be customary for such Persons (including perils of flood, including self-insurance quake and/or windstorm, as applicable) and reasonably acceptable to the extent customary, all as reasonably determined by the Administrative Agent. At It being acknowledged and agreed that the request insurers engaged by Borrowers as of the Closing Date are reasonably acceptable to Administrative Agent. Without limiting the generality of the foregoing, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required will maintain or cause to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all flood insurance then in force with respect to each Flood Hazard Property that is located in a community that participates in the National Flood Insurance Program, in each case in compliance with any applicable regulations of the Loan PartiesFRB. Such policies Each such policy of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if availablei) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the name Administrative Agent, on behalf of each Lender, as an additional insured thereunder as its interests may appear and (iii) in the case of property each casualty insurance proceeds received during policy, contain a lender loss payable clause or endorsement, satisfactory in form and substance to Administrative Agent, that names Administrative Agent, on behalf of Lenders, as the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, lender loss payee thereunder and (iii) provides for losses equal at least thirty (30) days’ prior written notice to Administrative Agent of any modification or greater than One Hundred Thousand cancellation of such policy. The Administrative Agent and 00/100 Dollars Secured Parties have no responsibility for premiums, warranties or representations to underwriters. The Loan Parties or their insurance broker shall provide a certificate of insurance prior to each policy renewal or replacement. In the event Borrowers fail within ten ($100,000.0010) received Business Days after Administrative Agent’s request to provide Administrative Agent with evidence of the insurance coverage required by this Agreement, Administrative Agent may purchase insurance at such time Borrowers’ expense to protect the Administrative Agent’s interests in the Collateral. This insurance may, but need not, protect Borrowers’ interests. The coverage purchased by Administrative Agent may not pay any claim made by any Borrower or any claim that is made against any Borrower in connection with the Collateral. Borrowers may later cancel any insurance purchased by Administrative Agent, but only after providing Administrative Agent with evidence that Borrowers have obtained insurance as no Event required by this Agreement. If Administrative Agent purchases insurance for the Collateral, to the fullest extent provided by law, Borrowers will be responsible for the costs of Default that insurance, including interest and other charges imposed by Administrative Agent in connection with the placement of the insurance, until the effective date of the cancellation or Potential Default exists, expiration of the insurance. The costs of the insurance may be disbursed added to the Obligations and secured by the Administrative Agent Collateral Documents. The costs of the insurance may be more than the cost of insurance Borrowers are able to the applicable Loan Parties obtain on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedtheir own.

Maintenance of Insurance. Each Loan Party shallMaintain, and shall cause each of its Subsidiaries toto maintain, insure its properties insurance with responsible and assets against loss reputable insurance companies or damage by fire and such other insurable hazards as such assets are commonly insured associations (including fireincluding, extended coveragewithout limitation, property damagecomprehensive general liability, workers’ compensationhazard, public liability rent and business interruption insurance) and against other risks with respect to its properties (including errors all real properties leased or owned by it) and omissions) business, in such amounts and covering such risks as similar properties and assets are insured is required by prudent any Governmental Authority having jurisdiction with respect thereto or as is carried generally in accordance with sound business practice by companies in similar circumstances carrying on similar businessesbusinesses similarly situated and in any event in amount, adequacy and with reputable and financially sound insurers, including self-insurance scope reasonably satisfactory to the extent customaryAgents (it being understood the Borrower's current insurance is satisfactory to Agents). Without limiting the Borrower's reinvestment rights under Section 2.05(c)(viii), all policies covering the Collateral are to be made payable to the Collateral Agent for the benefit of the Agents and the Lenders, as reasonably determined by 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 Agents may require to fully protect the Lenders' interest in the Collateral and to any payments to be made under such policies. All certificates of insurance are to be delivered to the Collateral Agent (with copies to the Administrative Agent. At ) and the request policies are to be premium prepaid, with the loss payable and additional insured endorsement in favor of the Administrative Collateral Agent and such other Persons as the Collateral Agent may designate from time to time, and shall provide for not less than 30 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 Agents' part for obtaining the insurance, the solvency of the insurance companies, the adequacy of the coverage, or the collection of claims. The Borrower shall, if so requested by the Collateral Agent, the Loan Parties shall deliver to the Administrative Collateral Agent and each original or duplicate insurance policies and, as often as the Collateral Agent may reasonably request, a report of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent a reputable insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of such insurance. Upon the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence continuance of an Event of Default, be applied by the Administrative Collateral Agent to shall have the payment sole right, in the name of the Obligations in accordance with the terms of the Credit AgreementLenders, (ii) any Loan Party and its Subsidiaries, to file claims under any insurance policies, to receive, receipt and give acquittance for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, any payments that may be disbursed by the Administrative Agent to the applicable Loan Partiespayable thereunder, and (iii) for losses equal to execute any and all endorsements, receipts, releases, assignments, reassignments or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance policies.

Maintenance of Insurance. Each Loan Party shallMaintain insurance with financially sound and reputable insurance companies covering such liabilities, losses or damages, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts amounts, as is customarily carried by Person engaged in the same or similar properties businesses that are similarly situated and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance located. Subject to the extent customary, all as reasonably determined by the Administrative Agent. At the request proviso to Section 4.01(c) with respect to delivery of the Administrative Agent, the Loan Parties shall deliver endorsements with respect to the Administrative Agent and each of the Lenders (x) insurance policies in effect on the Closing Date and annually thereafter an original certificate of Date, all property insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required policies are to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached made payable to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repairbenefit of the Administrative Agent and the Lenders, restoration and/or replacement as their interests may appear, in case of loss, pursuant to a standard lender’s loss payable endorsement with a standard non-contributory “lender” or “secured party” clause and such other provisions reasonably sufficient to fully protect the Lenders’ interest in the Collateral and to any payments to be made under such policies. All certificates of property and general liability insurance are to be delivered to the Administrative Agent promptly (but in any event within 15 Business Days of the issuance or applicable amendment of any insurance policy), with lender’s loss payable and additional insured endorsements, as applicable, in favor of the Administrative Agent and shall provide for not less than 30 days (10 days in the case of non-payment) prior written notice to the Administrative Agent of the exercise of any right of cancellation; provided, that such prior written notice shall not be required with respect to any insurance policy (other than a property in respect insurance policy) to the extent the relevant insurer does not provide such written notice. If the Parent Borrower or any of which its Subsidiaries fails to maintain such proceeds were receivedinsurance, the Administrative Agent may, with prior notice to the Parent Borrower, arrange for such insurance, but at the Borrowers’ expense and without any responsibility on the Administrative Agent’s part for obtaining the insurance, the solvency of the insurance companies, the adequacy of the coverage, or the collection of claims.

Maintenance of Insurance. Each Maintain or cause to be maintained, with the Captive Insurance Subsidiaries or with financially sound and reputable insurers rated not less than B+, Class VI by Best’s, comprehensive general liability insurance, professional liability insurance, business interruption or extra expense insurance, as applicable, and all risk casualty insurance with respect to liabilities, losses or damage in respect of the assets, properties and businesses of each Loan Party shallas may customarily be carried or maintained under similar circumstances by Persons of established reputation engaged in similar businesses, and shall cause in each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) case in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses(giving effect to self insurance), with such deductibles, covering such risks, and with reputable in amounts and financially sound insurersotherwise on such terms and conditions as shall be customary for such Persons (including coverage for flood, including self-insurance quake and/or windstorm perils for each material loss exposure) and reasonably acceptable to the extent customary, all as reasonably determined by the Administrative Agent. At Without limiting the request generality of the Administrative Agentforegoing, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required will maintain or cause to be maintained by this Agreement and the other Loan Documents(a) for each material loss exposure, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all flood insurance then in force with respect to each Flood Hazard Property that is located in a community that participates in the National Flood Insurance Program, in each case in compliance with any applicable regulations of the Loan PartiesFRB, and (b) 100% replacement value casualty insurance on the Collateral. Such policies Each such policy of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if availablei) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the name Administrative Agent, on behalf of each Lender as an additional insured thereunder as its interests may appear and (iii) in the case of property each casualty insurance proceeds received during policy, contain a loss payable clause or endorsement, satisfactory in form and substance to Administrative Agent, that names Administrative Agent, on behalf of Lenders as the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, loss payee thereunder and (iii) provides for losses equal at least thirty (30) days’ prior written notice to Administrative Agent of any modification or greater than One Hundred Thousand cancellation of such policy. The Administrative Agent and 00/100 Dollars Secured Parties have no responsibility for premiums, warranties or representations to underwriters. The Loan Parties or their insurance broker shall provide a certificate of insurance prior to each policy renewal or replacement. In the event Borrower fails within ten ($100,000.0010) received Business Days after Administrative Agent’s request to provide Administrative Agent with evidence of the insurance coverage required by this Agreement, Administrative Agent may purchase insurance at such time as no Event of Default or Potential Default existsBorrower’s expense to protect Administrative Agent’s interests in the Collateral. This insurance may, be disbursed but need not, protect Borrower’s interests. The coverage purchased by Administrative Agent may not pay any claim made by the Borrower or any claim that is made against the Borrower in connection with the Collateral. The Borrower may later cancel any insurance purchased by Administrative Agent, but only after providing Administrative Agent with evidence that the Borrower has obtained insurance as required by this Agreement. If Administrative Agent purchases insurance for the Collateral, to the applicable fullest extent provided by law, the Borrower will be responsible for the costs of that insurance, including interest and other charges imposed by Administrative Agent in connection with the placement of the insurance, until the effective date of the cancellation or expiration of the insurance. The costs of the insurance may be added to the Obligations. The costs of the insurance may be more than the cost of insurance the Borrower is able to obtain on their own. The Captive Insurance Subsidiaries shall not provide insurance or reinsurance coverage for any Person other than the Borrower, the other Loan Parties on such terms as are deemed appropriate by Parties, Affiliates of Borrower, the other Excluded Subsidiaries, transportation providers or Managed Entities, without the prior written consent of the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedAgent.

Maintenance of Insurance. Each Loan Party shallMaintain, and shall cause each of its Subsidiaries toto maintain, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured insurance (including fireincluding, extended coveragewithout limitation, property damagecomprehensive general liability, workers’ compensationhazard, public liability rent and business interruption insurance) with responsible and against reputable insurance companies or associations (which shall include the companies presently providing such insurance, or such other risks companies as may be selected by the Borrower with the consent of the Agent, whose consent shall not be unreasonably withheld) with respect to its properties (including errors all real properties leased or owned by it) and omissions) business, in such amounts amounts, in such form, for such periods and covering such risks as similar properties and assets are insured is required by prudent any Governmental Authority having jurisdiction with respect thereto or as is carried generally in accordance with sound business practice by companies in similar circumstances carrying on similar businessesbusinesses similarly situated and in any event in amount, adequacy and with reputable scope reasonably satisfactory to the Agent. All policies covering the Collateral are to be made payable to the 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 financially sound insurersshall provide that the insurance, including self-insurance to the extent customaryof the Agent's interest therein, all as reasonably determined shall not be impaired or invalidated, in whole or in part, by reason of any act or neglect of any Loan Party or by the Administrative Agent. At the request failure of any Loan Party to comply with any warranty or condition of the Administrative policy and are to contain such other provisions as the Agent may reasonably require to fully protect the Lenders' interest in the Collateral and to obtain any payments to be made under such policies. Such policy shall not include an endorsement in favor of any other Person (other than the Revolving Credit Agent, the holder of any Permitted Liens and those Persons intended as beneficiaries of any builder's risk insurance). All certificates of insurance are to be delivered to the Agent and the policies are to be premium prepaid or with customary payment terms (which shall be complied with in a timely fashion by such Loan Parties), with the loss payable and additional insured endorsement in favor of the Agent and such other Persons as the Agent may designate from time to time, and shall provide for not less than thirty (30) days' prior written notice to the Agent of the exercise of any right of cancellation. The Key Loan Parties shall deliver furnish the Agent with certificates or other evidence satisfactory to the Administrative Agent regarding compliance by the Loan Parties with the foregoing requirements. If any Loan Party or any of its Subsidiaries fails to maintain such insurance, the Agent may arrange for such insurance, but at the Key Loan Parties' expense and each without any responsibility on the Agent's part for obtaining the insurance, the solvency of the Lenders (x) on insurance companies, the Closing Date and annually thereafter an original certificate adequacy of the coverage, or the collection of claims; provided, however, that the Agent's obtaining such insurance signed shall not constitute a waiver of any Event of Default occasioned by the Loan Parties’ independent insurance broker describing ' failure to have maintained such insurance. Upon the occurrence and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence continuance of an Event of Default, be applied by the Administrative Agent Default and subject to the payment of the Obligations in accordance with the terms of the Credit Intercreditor Agreement, (ii) the Agent shall have the sole right, in the name of the Lenders, any Loan Party or any of its Subsidiaries, to file claims under any insurance policies, to receive, receipt and give acquittance for losses 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 less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at any claims under any such time as no Event insurance policies. The Borrower shall provide the Agent with prompt written notice of Default or Potential Default exists, be disbursed any change in the insurance policies owned by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time under which any Loan Party is the named insured, from those in effect as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedEffective Date.

Maintenance of Insurance. Each Loan Party shall(a) Use commercially reasonable efforts to maintain in full force and effect, with insurance companies that the Parent Borrower believes (in the good faith judgment of the management of the Parent Borrower) are financially sound and shall cause each responsible at the time the relevant coverage is placed or renewed, insurance in at least such amounts (after giving effect to any self-insurance which the Parent Borrower believes (in the good faith judgment of management of the Parent Borrower) is reasonable and prudent in light of the size and nature of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurancebusiness) and against other at least such risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable such risk retentions) as are usually insured against in the same general area by companies engaged in businesses similar to those engaged by the Borrowers and financially sound insurersthe Restricted Subsidiaries. Subject to Section 6.16, including self-the Parent Borrower shall use commercially reasonable efforts to ensure that 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 directors and officers policies and workers compensation) maintained by Holdings, the Borrowers and each Subsidiary Guarantor and the Collateral Agent, for the benefit of the Secured Parties, shall be named as loss payee and mortgagee with respect to the property insurance maintained by Holdings, the Borrowers and each Subsidiary Guarantor; provided that, unless an Event of Default shall have occurred and be continuing, (A) all proceeds from insurance policies shall be paid to the applicable Borrower or applicable Subsidiary Guarantor, (B) to the extent customarythe Collateral Agent receives any proceeds, all the Collateral Agent shall turn over to the Parent Borrower any amounts received by it as reasonably determined an additional insured or loss payee under any property insurance maintained by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent Borrowers and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificatetheir Subsidiaries, and (yC) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and Agent agrees that the estimated (Borrowers and/or their applicable Subsidiaries shall have the sole right to adjust or actual, if available) amount of settle any claims under such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance.

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including flood, fire, extended coverage, property damage, workers’ compensation, compensation and public liability and business interruption insurance) and against other risks (including errors and omissions) ), and in such amounts as similar properties and assets assets, as are commonly insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, certificate and (y) from time to time a summary schedule indicating all commercial insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special the necessary endorsements or policy language, which include shall (i) specify the provisions specified below Collateral Trustee on behalf of the Secured Parties as an additional insured on the liability policies and mortgagee and lender loss payee as their interests may appear, with the understanding that any obligation imposed upon the insured (including the liability to pay premiums) shall be the sole obligation of the applicable Loan Parties and not that of the additional insured, (ii) provide that the interest of the Lenders, under the lender’s loss payable endorsement in a form similar to the form provided on the Closing Date, shall be insured regardless of any breach or violation by the applicable Loan Parties of any warranties, declarations or conditions contained in such policies or any action or inaction of the applicable Loan Parties, (iii) provide a waiver of any right of the insurers to set off or counterclaim or any other deduction, whether by attachment or otherwise (to the extent that the Loan Parties are able on a commercially reasonable efforts basis to obtain such waiver from the insurers), (iv) provide that no cancellation of such policies for any reason (including non-payment of premium) nor any change therein shall be effective until at least ten (10) days after notification to the Administrative Agent of such cancellation or change, (v) be primary without right of contribution of any other liability insurance carried by or on behalf of any additional insureds with respect to their respective interests in the Collateral, and (vi) provide that inasmuch as any liability policy covers more than one insured, all terms, conditions, insuring agreements and endorsements (except limits of liability) shall operate as if there were a separate policy covering each insured. Each Loan Party shall take all actions required under the Flood Laws to the extent reasonably requested by the Administrative Agent to assist in ensuring that each Lender is in compliance with the Flood Laws applicable to the Collateral, including, but not limited to, (i) maintaining such flood insurance in full force and effect and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the Flood Laws and (ii) delivering to the Administrative Agent evidence of such compliance in form and substance reasonably acceptable to the Administrative Agent in its discretionAgent. The applicable Loan Parties If a Casualty Event occurs, the Borrower shall promptly notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral such event and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedloss.

Maintenance of Insurance. Each The Parent shall, and shall cause each Restricted Subsidiary to, maintain liability, casualty and other insurance (subject to customary deductibles and retentions) with financially sound and reputable insurance companies in such amounts (after giving effect to any self-insurance compatible with the following standards) and against such risks as is carried by responsible companies engaged in similar businesses and owning similar assets in the general areas in which the Parent and its Restricted Subsidiaries operate. All policies of insurance required to be maintained by the Parent and its Restricted Subsidiaries must name the Collateral Agent as mortgagee and additional insured or loss payee, must insure the interest of the Collateral Agent in the property as mortgagee and, to the extent generally available in the insurance market, must provide that no cancellation or material modification of the policies will be made without thirty days’ prior written notice to the Collateral Agent (or ten days prior written notice in the case of non-payment of premium). Certificates for all such policies must be delivered to the Collateral Agent. Without limiting the obligations of the Parent and its Restricted Subsidiaries under the foregoing provisions of this Section 7.06, in the event the Parent or any of its Restricted Subsidiaries shall fail to maintain in full force and effect insurance as required by the foregoing provisions of this Section 7.06, then the Collateral Agent may, and shall if instructed so to do by the Required Lenders, procure insurance covering the interests of the Lenders and the Collateral Agent in such amounts and against such risks as otherwise would be required hereunder and the Borrower shall reimburse the Collateral Agent in respect of any premiums paid by the Collateral Agent in respect thereof. Without limitation of the foregoing, each Loan Party shall, and shall cause each of its Subsidiaries Subsidiary to, take all actions as needed to insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and compliance with reputable and financially sound insurersall requirements under the Flood Insurance Laws, including self-the maintenance of all flood hazard insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral certifications required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedthereunder.

Maintenance of Insurance. Each Loan Party shallMaintain, and shall cause each of its Subsidiaries toto maintain, insure its properties insurance with responsible and assets against loss reputable insurance companies or damage by fire and such other insurable hazards as such assets are commonly insured associations (including firecomprehensive general liability, extended coveragehazard, property damageflood, workers’ compensationrent, public liability worker’s compensation and business interruption insurance) with respect to the Collateral and against its other risks properties (including errors all real property leased or owned by it) and omissions) business, in such amounts and covering such risks as similar properties and assets are insured is (i) carried generally in accordance with sound business practice by prudent companies in similar circumstances carrying businesses similarly situated, (ii) required by any Requirement of Law, (iii) required by any Material Contract and (iv) in any event in amount, adequacy and scope reasonably satisfactory to the Collateral Agent. All U.S. and Canadian, as applicable, general liability and U.S. and Canadian, as applicable, general property policies and business interruption insurance policies (which, for the avoidance of doubt, shall not include any directors and officers policies, workers compensation or cyber policies) maintained by a Loan Party and covering the Collateral are to be made payable to the Collateral Agent for the benefit of the Agents and the Lenders, as their interests may appear, in case of loss, under a standard “loss payee” or “additional insured” clause; provided, however, that each Agent hereby agrees that the terms of the Loan Parties’ insurance certificates (and not the endorsements) in effect on similar businessesthe Effective Date are satisfactory to each Agent; provided further that endorsements shall not be required to be delivered to the Agents with respect to business interruption insurance policies of the Loan Parties if after the Loan Parties’ use of commercially reasonable efforts to cause such endorsements to be delivered to the Agents the Loan Parties are unable to cause the insurance brokers in respect of such business insurance policies to deliver such endorsements to the Agents. All certificates of insurance with respect to U.S. and Canadian, as applicable, general liability, U.S. and Canadian, as applicable, general property policies and business interruption insurance policies are to be delivered to the Collateral Agent and the policies are to be premium prepaid, with the lender’s loss payable and additional insured endorsement in favor of the Collateral Agent for the benefit of the Agents and the Lenders, as their respective interests may appear, and with reputable such other Persons as the Collateral Agent may designate from time to time, and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver use commercially reasonable efforts to the Administrative Agent and each of the Lenders ensure that such policies provide for not less than 30 days’ (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties10 days’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property non-payment) 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. Subject to Section 2.05(c)(vi), (A) all proceeds from insurance policies shall be paid to the Borrower or the applicable Subsidiary, (B) to the extent any Agent receives any proceeds, such Agent shall promptly turn over to the Borrower any amounts received by it as an additional insured or loss payee under any insurance maintained by the Borrowers and their Subsidiaries and (C) each Agent agrees that the Borrowers and/or their applicable Subsidiaries shall have the sole right to adjust or settle any claims under such insurance. Upon the occurrence and during the existence continuance of an Event of Default, be applied by the Administrative Collateral Agent to shall have the payment sole right, in the name of the Obligations in accordance with the terms of the Credit AgreementLenders, (ii) any Loan Party and its Subsidiaries, to file claims under any insurance policies, to receive, receipt and give acquittance for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, any payments that may be disbursed by the Administrative Agent to the applicable Loan Partiespayable thereunder, and (iii) for losses equal to execute any and all endorsements, receipts, releases, assignments, reassignments or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance policies.

Maintenance of Insurance. Each Loan Party shallExcept if the failure to do so could not reasonably be expected to have a Material Adverse Effect, maintain in full force and shall cause each effect, with insurance companies that the Borrower believes (in the good faith judgment of the management of the Borrower) are financially sound and responsible at the time the relevant coverage is placed or renewed, insurance in at least such amounts (after giving effect to any self-insurance which the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and prudent in light of the size and nature of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurancebusiness) and against other at least such risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable such risk retentions) as are usually insured against in the same general area by companies engaged in businesses similar to those engaged by the Borrower and financially sound insurersthe Restricted Subsidiaries. Subject to Section 6.16, including self-the Borrower shall use commercially reasonable efforts to ensure that 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 directors and officers policies and workers compensation) maintained by Holdings, the Borrower and each Subsidiary Guarantor and the Collateral Agent, for the benefit of the Secured Parties, shall be named as loss payee and mortgagee with respect to the property insurance maintained by Holdings, the Borrower and each Subsidiary Guarantor; provided that, unless an Event of Default shall have occurred and be continuing, (A) all proceeds from insurance policies shall be paid to the Borrower or applicable Subsidiary Guarantor, (B) to the extent customarythe Collateral Agent receives any proceeds, all the Collateral Agent shall turn over to the Borrower any amounts received by it as reasonably determined an additional insured or loss payee under any property insurance maintained by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent Borrower and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificateits Subsidiaries, and (yC) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and Agent agrees that the estimated (Borrower and/or its applicable Subsidiaries shall have the sole right to adjust or actual, if available) amount of settle any claims under such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance.

Maintenance of Insurance. Each Maintain or cause to be maintained, with financially sound and reputable insurers, with respect to liabilities, losses or damage in respect of the assets, properties and businesses of each Loan Party shallas may customarily be carried or maintained under similar circumstances by Persons of established reputation engaged in similar businesses, and shall cause in each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) case in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses(giving effect to self-insurance), with such deductibles, covering such risks, and with reputable in amounts and financially sound insurers, including self-insurance to otherwise on such terms and conditions as shall be customary for such Persons. Without limiting the extent customary, all as reasonably determined by the Administrative Agent. At the request generality of the Administrative Agentforegoing, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders Borrower and its Subsidiaries will maintain or cause to be maintained (xa) on flood insurance with respect to each Flood Hazard Property, if any, that is located in a community that participates in the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence National Flood Insurance Program, in each case in compliance with any applicable regulations of the Board of Governors of the Federal Reserve System, and (b) replacement value casualty insurance on the Collateral required to be under such policies of insurance, with such insurance companies, in such amounts, with such deductibles, and covering such risks as are at all times carried or maintained under similar circumstances by this Agreement and Persons of established reputation engaged in similar businesses. Each such policy of insurance shall (i) name the other Loan DocumentsCollateral Agent, together with a copy on behalf of the holders of the Obligations, as an additional insured by endorsement described in the next sentence attached to such certificatethereunder as its interests may appear, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (iii) in the case of each property insurance proceeds received during policy, contain a lender’s loss payable clause or endorsement, satisfactory in form and substance to the existence Collateral Agent, that names the Collateral Agent, on behalf of the holders of the Obligations, as the lender’s loss payee thereunder and if agreed by the insurer (which agreement the Borrower shall use commercially reasonable efforts to obtain), provides for at least thirty (30) days’ prior written notice (or such shorter prior written notice as may be agreed by the Collateral Agent in its reasonable discretion) to the Collateral Agent of any modification or cancellation of such policy; provided, that unless an Event of DefaultDefault shall have occurred and be continuing, (A) all proceeds from insurance policies shall be paid to the Borrower or to the or the applicable Guarantor, (B) to the extent the Collateral Agent receives any proceeds, the Collateral Agent shall turn over to the Borrower (or, upon the written request of the Borrower to the Collateral Agent, any designee of the Borrower) any amounts received by it as an additional insured or loss payee under any property insurance maintained by the Borrower and its Subsidiaries and (C) the Collateral Agent agrees that the Borrower and/or its applicable Subsidiaries shall have the sole right to adjust or settle any claims under such insurance; provided, further, that any such proceeds shall be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (iiSection 2.11(c) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedextent required thereby.

Maintenance of Insurance. Each Loan Party shall, Maintain at all times with financially sound and shall cause each of its Subsidiaries to, insure its properties and assets reputable insurers insurance with respect to the Collateral against loss or damage and all other insurance of the kinds and in the amounts customarily insured against or carried by fire corporations of established reputation engaged in the same or similar businesses and similarly situated, and such other insurable hazards insurance as may be required by applicable Law. Said policies of insurance shall be reasonably satisfactory to Administrative Agent as to form, amount and insurer. The Lead Borrower shall furnish certificates, policies or endorsements to Administrative Agent as Administrative Agent shall reasonably require as proof of such assets are commonly insurance, and, in the event that the Loan Parties at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or in part relating thereto, the Administrative Agent may, without waiving or releasing any obligation or liability of the Loan Parties hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Administrative Agent deems advisable, at the expense of Borrowers. All policies shall provide for at least thirty (30) days prior written notice to Administrative Agent of any cancellation or reduction of coverage and that Administrative Agent may act as attorney for each Borrower and Guarantor in obtaining, and at any time an Event of Default exists or has occurred and is continuing, adjusting, settling, amending and canceling such insurance. Borrowers and Guarantors shall cause Administrative Agent to be named as a loss payee and an additional insured (including firebut without any liability for any premiums) under such insurance policies and Borrowers and Guarantors shall obtain non-contributory lender’s loss payable endorsements to all insurance policies in form and substance satisfactory to Administrative Agent. Such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall be payable to Administrative Agent as its interests may appear and further specify that Administrative Agent and Lenders shall be paid regardless of any act or omission by any Borrower, extended coverageGuarantor or any of its or their Affiliates. Without limiting any other rights of Administrative Agent or Lenders, property damageany insurance proceeds received by Administrative Agent at any time may, workers’ compensationsubject to the terms of the Intercreditor Agreement, public liability be applied to payment of the Obligations (subject to the Intercreditor Agreement), whether or not then due, in any order and business interruption insurance) and against other risks (including errors and omissions) in such amounts manner as similar properties Administrative Agent may determine. Each Loan Party hereby irrevocably makes, constitutes and assets are insured by prudent companies in similar circumstances carrying on similar businessesappoints the Administrative Agent (and all officers, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined employees or agents designated by the Administrative Agent. At ) as such Loan Party’s true and lawful agent (and attorney-in-fact), exercisable only after the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent occurrence and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence continuance of an Event of Default, be applied by for the Administrative Agent to the payment purpose of making, settling and adjusting claims in respect of the Obligations in accordance Collateral under policies of insurance, endorsing the name of such Loan Party on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be respect thereto. All sums disbursed by the Administrative Agent in connection with this Section 6.07, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Loan Parties to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedshall be additional Obligations secured hereby.

Maintenance of Insurance. Each Loan Party shall(a) Maintain insurance on all insurable tangible Property against fire, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire casualty and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ coverage and workmen’s compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businessesamounts, with such deductibles and with reputable such insurers (rated “B” or better by “A.M. Best’s Insurance Reports”) as are customarily used by companies operating in the same industry as Borrower and financially sound insurers, including self-insurance its Subsidiaries and reasonably acceptable to the extent customary, all as reasonably determined by the Administrative Agent. At Borrower shall furnish the request Administrative Agent with a schedule of all such insurance prepared by their insurance broker, and certificates of insurance with respect thereto (including the text of the lender’s loss payable clause in favor of the Administrative AgentAgent required below), or such other evidence of insurance as the Administrative Agent may require within thirty (30) days after the Closing Date. Borrower shall furnish the Administrative Agent with a copy of each applicable policy within thirty (30) days after the Closing Date. In the event Borrower fails to procure or cause to be procured any such insurance or to timely pay or cause to be paid the premium(s) on any such insurance, the Loan Parties Administrative Agent may do so for Borrower but Borrower shall deliver continue to be liable for the same. All casualty insurance policies shall contain standard lender’s loss payable clauses issued in favor of the Administrative Agent (on behalf of the Lenders) indicating that the Administrative Agent is sole lender loss payee, under which all losses thereunder shall be paid to the Administrative Agent (on behalf of the Lenders) as the Administrative Agent’s interest may appear. Such policies shall expressly provide that the requisite insurance cannot be altered or canceled without thirty (30) days prior written notice to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to insure the Administrative Agent in notwithstanding the act or neglect of Borrower or any of its discretionSubsidiaries. The applicable Loan Parties shall notify Borrower hereby appoints the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actualas its attorney-in-fact, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, exercisable at the option of the Administrative Agent, (i) in the case of property insurance proceeds received ’s option only during the existence occurrence and continuance of a Default or an Event of Default, and only to the extent the Obligations are outstanding, to endorse any check which may be payable to Borrower and to file proofs of loss with respect to any insurance claims, in order to collect the proceeds of such insurance and any amount or amounts collected by the Administrative Agent pursuant to the provisions of this paragraph may be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand Obligations. Borrower further covenants that all insurance premiums due and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by owing under its current casualty policies have been paid. Borrower also agrees to notify the Administrative Agent to the applicable Loan PartiesAgent, and (iii) for losses equal to promptly, upon any receipt of a notice of termination, cancellation, or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at non-renewal from its insurance company of any such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedpolicy.

Maintenance of Insurance. Each Loan Party shallMaintain, and shall and/or cause each of its Subsidiaries toto maintain, insure its (x) insurance with responsible and reputable insurance companies or associations in such amounts and covering such risks as is usually carried by companies engaged in similar businesses and owning similar properties in the same general areas in which such Loan Party or such Subsidiaries operate or otherwise approved by the Required Lenders (which approval shall not be unreasonably withheld or delayed) and assets (y) the insurance coverage required pursuant to their respective Property Loan Documents. With respect to any insurance maintained by any Loan Party, the insurance against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customaryCollateral shall name the Administrative Agent as sole loss payee with respect to the Collateral, all as reasonably determined shall not be invalidated by any action of or breach of warranty by such Loan Party of any provision thereof and shall waive subrogation against the Administrative Agent. At With respect to any liability policy(ies) maintained by any Loan Party, such liability policy(ies) shall name the request Administrative Agent as an additional insured in the full amount of such Loan Party’s liability coverage limits (or the coverage limits of any successor to such Loan Party or such successor’s parent which is providing coverage), be primary and without contribution as respects any insurance carried by the Administrative Agent and contain severability of interest clauses. All policies of insurance maintained by any Loan Party shall provide that the Administrative Agent shall be given thirty (30) days’ notice of cancellation of coverage as per policy provisions. On or prior to the Restatement Effective Date and prior to each policy renewal, the Borrower shall furnish to the Administrative Agent, the Loan Parties shall deliver certificates of insurance or other evidence reasonably satisfactory to the Administrative Agent and each that insurance maintained by any Loan Party complies with all of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described above requirements is in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedeffect.

Maintenance of Insurance. Each Loan Party shallMaintain, and shall cause each of its Subsidiaries toto maintain, insure its properties insurance with responsible and assets against loss reputable insurance companies or damage by fire and such other insurable hazards as such assets are commonly insured associations (including fireincluding, extended coveragewithout limitation, property damagecomprehensive general liability, workers’ compensationhazard, public liability rent and business interruption insurance) and against other risks with respect to its properties (including errors all real properties leased or owned by it) and omissions) business, in such amounts and covering such risks as similar properties and assets are insured is required by prudent any Governmental Authority having jurisdiction with respect thereto or as is carried generally in accordance with sound business practice by companies in similar circumstances carrying on similar businessesbusinesses similarly situated and in any event in amount, adequacy and with reputable and financially sound insurers, including self-insurance scope reasonably satisfactory to the extent customaryAgents (it being understood the Borrower's current insurance is satisfactory to Agents). Without limiting the Borrower's reinvestment rights under Section 2.05(c)(viii), all policies covering the Collateral are to be made payable to the Collateral Agent for the benefit of the Agents and the Lenders, as reasonably determined by 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 Agents may require to fully protect the Lenders' interest in the Collateral and to any payments to be made under such policies. All certificates of insurance are to be delivered to the Collateral Agent (with copies to the Administrative Agent. At ) and the request policies are to be premium prepaid, with the loss payable and additional insured endorsement in favor of the Administrative Collateral Agent and such other Persons as the Collateral Agent may designate from time to time, and shall provide for not less than 30 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 Agents' part for obtaining the insurance, the solvency of the insurance companies, the adequacy of the coverage, or the collection of claims. The Borrower shall, if so requested by the Collateral Agent, the Loan Parties shall deliver to the Administrative Collateral Agent and each original or duplicate insurance policies and, as often as the Collateral Agent may reasonably request, a report of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent a reputable insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of such insurance. Upon the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence continuance of an Event of Default, be applied by the Administrative Collateral Agent to shall have the payment sole right, in the name of the Obligations in accordance with the terms of the Credit AgreementLenders, (ii) any Loan Party and its Subsidiaries, to file claims under any insurance policies, to receive, receipt and give acquittance for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, any payments that may be disbursed by the Administrative Agent to the applicable Loan Partiespayable thereunder, and (iii) for losses equal to execute any and all endorsements, receipts, releases, assignments, reassignments or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance policies.

Maintenance of Insurance. Each Loan Party shall, (A) Seller shall (i) maintain or cause to be maintained in full force and shall cause each effect all policies of its Subsidiaries to, insure its properties insurance of any kind with respect to Seller’s property and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured business (including policies of life (including “key man” coverage, as applicable), fire, extended coveragetheft, product liability, public liability, property damage, other casualty, employee fidelity, workers’ compensation, public liability and business interruption and employee health and welfare insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-and reputable insurance to the extent customary, all companies or associations (in each case that are not affiliates of Seller) of a nature and providing such coverage as reasonably determined is sufficient and as is customarily carried by the Administrative Agent. At the request businesses of the Administrative Agent, the Loan Parties shall deliver size and character of Seller’s business and in any event in form and substance reasonably acceptable to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, Buyer and (yii) from time cause all such insurance relating to time a summary schedule indicating all insurance then any property or business Seller to name Buyer, as additional insured or loss payee, as appropriate and shall use its commercially reasonable efforts to provide that no cancellation, material addition in force with respect to each of the Loan Parties. Such policies of insurance amount or material change in coverage shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated be effective until after thirty (30) days (or actual, if availableten (10) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) days in the case of property a payment default) notice thereof to Buyer. Buyer shall be entitled, upon reasonable advance notice, to review Seller’s insurance proceeds received policies carried and maintained with respect to the Grantors’ obligations under this Section 8.1.9. Upon request, Seller shall furnish Buyer with copies of all insurance policies, binders, and cover notes or other evidence of such insurance. Notwithstanding anything to the contrary herein, no provision of this Section 8.1.9 or any provision of this Agreement shall impose on Buyer any duty or obligation to verify the existence or adequacy of the insurance coverage maintained by Seller, nor shall Buyer be responsible for any representations or warranties made by or on behalf of Seller to any insurance broker, company or underwriter. Buyer, at its sole option, may obtain such insurance if not provided by Seller and in such event, Seller shall reimburse Buyer upon demand for the cost thereof together with interest. Seller shall also carry and maintain, should Seller’s risk profile change during the existence term of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit this Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such any other insurance that Buyer may reasonably require from time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedtime.

Maintenance of Insurance. Each Loan Party shall, Maintain with financially sound and shall cause each of its Subsidiaries to, insure its properties and assets reputable insurers insurance with respect to the Collateral against loss or damage by fire and such all other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, kinds and in the Loan Parties amounts customarily insured against or carried by corporations of established reputation engaged in the same or similar businesses and similarly situated. Said policies of insurance shall deliver be satisfactory to the Administrative Agent as to form, amount and each insurer. The Loan Parties shall furnish certificates, policies or endorsements to the Administrative Agent as such Administrative Agent shall require as proof of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by such insurance, and, if the Loan Parties’ independent Parties fail to do so, the Administrative Agent is authorized, but not required, to obtain such insurance broker describing and certifying as to at the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each expense of the Loan Parties. Such All policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable provide for at least thirty (30) days prior written notice to the Administrative Agent of any cancellation or reduction of coverage and that the Administrative Agent may act as attorney for the Loan Parties in its discretionobtaining, and at any time a Default or an Event of Default exists or has occurred and is continuing, adjusting, settling, amending and canceling such insurance. The applicable Loan Parties shall notify cause the Administrative Agent promptly to be named as a loss payee and an additional insured with respect to the Collateral (without any liability for any premiums) under such insurance policies and the Loan Parties shall obtain non-contributory lender’s loss payable endorsements to all insurance policies in form and substance satisfactory to the Administrative Agent. Such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall be payable to the Administrative Agent as its interests may appear and further specify that the Administrative Agent shall be paid regardless of any occurrence causing act or omission by a material loss Loan Party or decline in value any of its Affiliates. At its option, the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies Administrative Agent may apply any insurance proceeds received by the Administrative Agent constituting insurance proceeds may, at any time to the option cost of repairs or replacement of Collateral and/or to payment of the Administrative AgentObligations, (i) whether or not then due, in the case of property insurance proceeds received during the existence of an Event of Default, be applied by any order and in such manner as such the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at may determine or hold such time proceeds as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent cash collateral for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedObligations.

Maintenance of Insurance. Each Loan Party shallThe Borrower will, and shall will cause each of its Subsidiaries to, insure its properties maintain, with financially sound and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including firereputable insurance companies, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) insurance in such amounts and against such risks as are customarily maintained by companies engaged in the same or similar properties businesses operating in the same or similar locations. The loss payable clauses or provisions in said insurance policy or policies insuring any of the Collateral shall be endorsed in favor of and assets are insured by prudent companies made payable to the Administrative Agent as its interests may appear and such policies shall name the Administrative Agent and the Lenders as “additional insureds”, provide for a waiver of subrogation in similar circumstances carrying on similar businessesfavor of the Administrative Agent and the Lenders and provide that the insurer will give at least 30 days prior notice of any cancellation to the Administrative Agent (or 10 days prior notice in the case of cancellation resulting from non-payment of premium). Borrower shall furnish to Administrative Agent certified copies of policies or certificates thereof, and with reputable endorsements and financially sound insurers, including self-insurance to the extent customary, renewals thereof for all as reasonably determined such policies promptly upon request by the Administrative Agent. At In the request event that, notwithstanding the “lender’s loss payable endorsement” requirement of the Administrative Agentthis Section 5.02, the Loan Parties proceeds of any insurance policy described above are paid to the Borrower or a Subsidiary and any Obligations are outstanding, except as permitted under Section 5.02(c) below, the Borrower shall deliver such proceeds to the Administrative Agent immediately upon receipt. To the extent that Administrative Agent is entitled to receive insurance claim proceeds as loss payee, unless (i) there is deemed to be a total loss and each as such a particular piece of Collateral is not replaceable or repairable or (ii) there exists an Event of Default, such insurance claim proceeds shall first be applied to replace or repair the Lenders (x) on damaged or lost Collateral and then the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as remaining proceeds, if any, shall be delivered to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificateAdministrative Agent. The Borrower shall, and (y) from time shall cause each Subsidiary to time a summary schedule indicating all insurance then in force provide the following with respect to each Designated Building: (i) information and documentation sufficient to obtain a standard life of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form loan flood hazard determination certificate issued by a flood hazard certification firm acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss (“SFHDF”) for such parcel or decline in value other portion of the Collateral Oil and Gas Properties upon which is located any Designated Building and (ii) an SFHDF indicating that the estimated (or actualDesignated Building is not located in a Special Flood Hazard Area, as defined in the FDPA, or, if availablethe SFHDF indicates that the Designated Building is located in a Special Flood Hazard Area, (A) amount a written notice of that fact, acknowledged by Borrower and any applicable Guarantor, (B) evidence of adequate flood insurance on the Designated Building and its contents located on the Oil and Gas Properties and (C) such loss or decline. Any monies received other information required by the Administrative Agent constituting insurance proceeds mayor any Lender for compliance with (x) any applicable requirements of the FDPA or other similar applicable laws, at rules or regulations, or (y) promptly following written notice thereof from the option Administrative Agent or any Lender, any applicable requirements of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations or any Lender in accordance with the terms Administrative Agent's or such Lender's standard policies and practices. The Mortgages shall expressly exclude from the description of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan PartiesCollateral covered thereby, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default existsshall not otherwise encumber, be disbursed by any Building which is not a Designated Building meeting the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedforegoing criteria.

Maintenance of Insurance. Each Loan Party shall(a) Maintain insurance with financially sound and reputable insurance companies covering such liabilities, losses or damages, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts amounts, as is customarily carried by Person engaged in the same or similar properties businesses that are similarly situated and assets are insured by prudent companies in similar circumstances carrying on similar businesses, located and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (xb) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the maintain flood insurance on the Collateral required to be maintained by this Agreement all real property constituting Collateral, from such providers, in amounts and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations on terms in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time Flood Insurance Laws or as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent otherwise satisfactory to all Lenders. Subject to the applicable Loan Partiesproviso to Section 4.01(c) with respect to delivery of endorsements with respect to insurance policies in effect on the Closing Date, and (iii) for losses equal all property insurance policies are to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent made payable to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repairbenefit of the Administrative Agent and the Lenders, restoration and/or replacement as their interests may appear, in case of loss, pursuant to a standard lender's loss payable endorsement with a standard non-contributory "lender" or "secured party" clause and such other provisions reasonably sufficient to fully protect the Lenders' interest in the Collateral and to any payments to be made under such policies. All certificates of property and general liability insurance are to be delivered to the Administrative Agent promptly (but in any event within 15 Business Days of the issuance or applicable amendment of any insurance policy), with lender's loss payable and additional insured endorsements, as applicable, in favor of the Administrative Agent and shall provide for not less than 30 days (10 days in the case of non-payment) prior written notice to the Administrative Agent of the exercise of any right of cancellation; provided, that such prior written notice shall not be required with respect to any insurance policy (other than a property in respect insurance policy) to the extent the relevant insurer does not provide such written notice. If the Parent Borrower or any of which its Subsidiaries fails to maintain such proceeds were receivedinsurance, the Administrative Agent may, with prior notice to the Parent Borrower, arrange for such insurance, but at the Parent Borrower’s expense and without any responsibility on the Administrative Agent's part for obtaining the insurance, the solvency of the insurance companies, the adequacy of the coverage, or the collection of claims.

Maintenance of Insurance. Each Loan Party shallMaintain or cause to be maintained, with financially sound and reputable insurers, (i) business interruption insurance reasonably satisfactory to Administrative Agent, and shall cause each (ii) casualty insurance, such public liability insurance, third party property damage insurance with respect to liabilities, losses or damage in respect of the assets, properties and businesses of Parent and its Subsidiaries toas may customarily be carried or maintained under similar circumstances by Persons of established reputation engaged in similar businesses, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in each case in such amounts (giving effect to self-insurance), with such deductibles, covering such risks and otherwise on such terms and conditions as similar properties shall be customary for such Persons. Without limiting the generality of the foregoing, Parent and assets are insured by prudent companies its Subsidiaries will maintain or cause to be maintained (a) flood insurance with respect to each Flood Hazard Property that is located in similar circumstances carrying on similar businessesa community that participates in the National Flood Insurance Program, in each case in compliance with any applicable regulations of the Board of Governors of the Federal Reserve System, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (xb) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the replacement value casualty insurance on the Collateral required to be under such policies of insurance, with such insurance companies, in such amounts, with such deductibles, and covering such risks as are at all times carried or maintained under similar circumstances by this Agreement and the other Loan DocumentsPersons of established reputation engaged in similar businesses. Each such policy of insurance shall (i) name Collateral Agent, together with a copy on behalf of the endorsement described in the next sentence attached to such certificateLenders as an additional insured thereunder as its interests may appear, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (iii) in the case of property each casualty insurance proceeds received during policy, contain a loss payable clause or endorsement, satisfactory in form and substance to Collateral Agent, that names Collateral Agent, on behalf of Secured Parties as the existence loss payee thereunder and provides for at least thirty (30) days’ prior written notice to Collateral Agent of an Event any modification or cancellation of Default, be applied by the such policy. The Administrative Agent to the payment agrees that as of the Obligations in accordance Closing Date, the insurance coverages of Borrower and each other Loan Party complies with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedthis Section.

Maintenance of Insurance. Each Loan Party shallMaintain or cause to be maintained, with financially sound and shall cause each of its Subsidiaries toreputable insurers rated not less than A-, insure its properties and assets against loss or damage Class VII by fire and such other insurable hazards as such assets are commonly insured (including fireBest’s, extended coveragecommercial general liability insurance, property damageprofessional liability insurance, workers’ compensationproduct liability insurance, public liability and business interruption insurance) , pollution liability insurance and against other risks (including errors all risk property insurance, in each case with respect to liabilities, losses or damage in respect of the assets, properties and omissions) businesses of each Loan Party as may customarily be carried or maintained under similar circumstances by Persons of established reputation engaged in similar businesses, in each case in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses(giving effect to self-insurance), with such deductibles, covering such risks, and with reputable in amounts and financially sound insurersotherwise on such terms and conditions as shall be customary for such Persons (including perils of flood, including self-insurance quake and/or windstorm, as applicable) and reasonably acceptable to the extent customary, all as reasonably determined by the Administrative Agent. At Without limiting the request generality of the foregoing, if the Property or any part thereof is identified by the Secretary of Housing and Urban Development as being situated in an area now or subsequently designated as having special flood hazards (including, without limitation, those areas designated as Zone A or Zone V), flood insurance in compliance with applicable flood insurance Laws and in an amount equal to the lesser of: (x) the minimum amount required, under the terms of coverage, to compensate for any damage or loss on a replacement basis (or the unpaid balance of the Obligations if replacement cost coverage is not available for the type of building insured); or (y) such lesser amount as may be required by Administrative Agent; provided, such amount not to be less than the amount required under any applicable flood insurance Laws. Each such policy of insurance shall (i) name Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and on behalf of each of the Lenders (x) on the Closing Date and annually thereafter Lender as an original certificate of insurance signed additional insured by the Loan Parties’ independent insurance broker describing and certifying endorsement thereunder as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agentinterests may appear, (iii) in the case of each property insurance proceeds received during policy, contain a lender’s loss payable clause or endorsement, satisfactory in form and substance to Administrative Agent, that names Administrative Agent, on behalf of Lenders, as the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, lender’s loss payee thereunder and (iii) provide for losses equal at least thirty (30) days’ prior written notice to Administrative Agent of any modification or greater than One Hundred Thousand cancellation of such policy. The Administrative Agent and 00/100 Dollars Secured Parties have no responsibility for premiums, warranties or representations to underwriters. The Loan Parties or their insurance broker shall provide a certificate of insurance upon each policy renewal or replacement. In the event Borrowers fail within ten ($100,000.0010) received Business Days after Administrative Agent’s request to provide Administrative Agent with evidence of the insurance coverage required by this Agreement, Administrative Agent may purchase insurance at such time as no Event of Default or Potential Default exists, be disbursed by Borrowers’ expense to protect the Administrative Agent’s interests in the Collateral. This insurance may, but need not, protect Borrowers’ interests. The coverage purchased by Administrative Agent may, but need not, pay any claim made by any Loan Party or any claim that is made against any Loan Party in connection with the Collateral. Loan Parties may later cancel any insurance purchased by Administrative Agent, but only after providing Administrative Agent with evidence that Loan Parties have obtained insurance as required by this Agreement. If Administrative Agent purchases insurance for the Collateral, to the applicable fullest extent provided by law, Loan Parties on such terms as are deemed appropriate will be responsible for the costs of that insurance, including interest and other charges imposed by the Administrative Agent for in connection with the repairplacement of the insurance, restoration and/or replacement until the effective date of Collateral and other property in respect the cancellation or expiration of which such proceeds were receivedthe insurance. The costs of the insurance may be added to the Obligations. The costs of the insurance may be more than the cost of insurance Loan Parties are able to obtain on their own.

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including flood, fire, extended coverage, property damage, workers’ compensation, compensation and public liability and business interruption insurance) and against other risks (including errors and omissions) ), and in such amounts as similar properties and assets assets, as are commonly insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, certificate and (y) from time to time a summary schedule indicating all commercial insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special the necessary endorsements or policy language, which include shall (i) specify the provisions specified below Collateral Trustee on behalf of the Secured Parties as an additional insured on the liability policies and mortgagee and lender loss payee as their interests may appear, with the understanding that any obligation imposed upon the insured (including the liability to pay premiums) shall be the sole obligation of the applicable Loan Parties and not that of the additional insured, (ii) provide that the interest of the Lenders, under the lender’s loss payable endorsement in a form similar to the form provided on the Closing Date, shall be insured regardless of any breach or violation by the applicable Loan Parties of any warranties, declarations or conditions contained in such policies or any action or inaction of the applicable Loan Parties, (iii) provide a waiver of any right of the insurers to set off or counterclaim or any other deduction, whether by attachment or otherwise (to the extent that the Loan Parties are otherwise in form acceptable able on a commercially reasonable efforts basis to obtain such waiver from the insurers), (iv) provide that no cancellation of such policies for any reason (including non-payment of premium) nor any change therein shall be effective until at least ten (10) days after notification to the Administrative Agent of such cancellation or change, (v) be primary without right of contribution of any other liability insurance carried by or on behalf of any additional insureds with respect to their respective interests in its discretionthe Collateral, and (vi) provide that inasmuch as any liability policy covers more than one insured, all terms, conditions, insuring agreements and endorsements (except limits of liability) shall operate as if there were a separate policy covering each insured. The applicable Loan Parties shall maintain all flood insurance policies of a type and in an amount as carried by the Loan Parties on the Closing Date. If a Casualty Event occurs, the Borrower shall promptly notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral such event and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedloss.

Maintenance of Insurance. Each Loan Party (a) The parties hereto acknowledge and agree that, as of the Closing Date, the Borrower in good faith believes that the requirements set forth in Schedule 5.11 (the “Required Insurance”) reflect terms and conditions that are reasonable and consistent with prudent insurance industry standards for battery energy storage projects that are similar in size, type and location as the Project. Within 30 days following the Closing Date, the Borrower will deliver to the Administrative Agent the Insurance Consultant’s Report relating to the Project, accompanied by a reliance letter or use of work product agreement in customary form duly executed by the Insurance Consultant. Borrower shall request that such Insurance Consultant’s Report shall include customary conclusions with respect to the insurance for the Project, including that (i) the applicable insurance requirements and coverage are in a form and on terms and conditions that are reasonable and consistent with industry standards for battery energy storage projects that are similar in size, type and location as the Project, (ii) there are no material issues that would impact the Project’s ability to comply with its contractual insurance obligations, and (iii) such procured insurance is in material compliance with the recommended insurance requirements. To the extent the Insurance Consultant’s Report concludes there are any gaps or deficiencies in coverages or amounts thereof, (A) the Borrower shall amend Schedule 5.11 to set forth a schedule of the Required Insurance consistent in all material respects with the recommendations in such report, and which amendment, if any, shall be in form and substance reasonably satisfactory to the Administrative Agent and the Borrower and (B) following the execution of any such amendment, (1) the Borrower shall, in all material respects and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customarycommercially available on commercially reasonable terms, all promptly procure such additional coverage as reasonably determined by necessary to rectify any such gaps or deficiencies between the Administrative Agent. At Required Insurance in effect prior to such amendment and the request Required Insurance required to be in effect on and after the effective date of such amendment and (2) the Administrative Agent, the Loan Parties Borrower shall deliver to the Administrative Agent a certificate from the Borrower’s insurance broker(s) in the form of Exhibit I, identifying underwriters, type of insurance, insurance limits and each policy terms, listing the special provisions required as set forth in such amended Schedule 5.11, describing the insurance obtained and stating that such insurance is in full force and effect and that all premiums then due thereon have been paid. The Loan Parties shall maintain compliance with the Required Insurance. If the Loan Parties fail to take out or maintain the full insurance coverage required by this Section 5.11, the Administrative Agent, upon 10 Business Days’ prior notice (unless the aforementioned insurance would lapse within such period or has already lapsed, in which event notice shall not be required) to the Borrower of any such failure, may (but shall not be obligated to) take out the Lenders (x) required policies of insurance and pay the premiums on the Closing Date and annually thereafter an original certificate of insurance signed same. All amounts so advanced by the Loan Parties’ independent insurance broker describing Administrative Agent shall become Secured Obligations and certifying as the Borrower shall forthwith pay such amounts to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan DocumentsAdministrative Agent, together with a copy interest from the date of payment by the endorsement described Administrative Agent at the rate specified in Section 2.13(c). The Borrower shall promptly reimburse the next sentence attached to Administrative Agent for all such certificatepremiums and related costs and expenses thereto. Within 30 days after each annual policy renewal date, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance Borrower shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable deliver to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) a certificate from the Borrower’s insurance broker(s), dated within such 30-day period, substantially in the case form of property insurance proceeds received during the existence of an Event of DefaultExhibit I, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, and (ii) for losses of less than One Hundred Thousand and 00/100 Dollars customary insurance certificates ($100,000.00it being understood that such certificates substantially in the form as previously delivered shall be deemed to be customary) received at such time as no Event of Default or Potential Default exists, be disbursed by confirming that the Administrative Agent to Borrower has obtained the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedRequired Insurance.

Maintenance of Insurance. Each Loan Party Maintain with financially sound and reputable insurance companies not Affiliates of either Borrower, 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 (after giving effect to any self-insurance compatible with the following standards) as are customarily carried under similar circumstances by such other Persons and providing for not less than 30 days’ prior notice to the Administrative Agent of termination, lapse or cancellation of such insurance. If at any time the area in which any real property constituting, or that is required to become, Mortgaged Property is designated a “special flood hazard area” in any Flood Insurance Rate Map published by the Federal Emergency Management Agency (or any successor agency) as indicated in any applicable flood certificate, the US Borrower (unless such applicable Mortgage includes Exclusionary Flood Language as elected by the Administrative Agent (after consultation with the US Borrower) pursuant to Section 6.11(a)(vi)(A)(1)) shall, and shall cause each of its Restricted Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) obtain flood insurance in such amounts total amount as similar properties and assets are insured required by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request Regulation H of the Administrative AgentFederal Reserve Board, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating in effect and all official rulings and interpretations thereunder or thereof, and otherwise comply with the National Flood Insurance Program as set forth in the Flood Disaster Protection Act of 1973, as it may be amended from time to time, and such other applicable Flood Insurance Laws; provided that, to the extent such applicable Loan Party fails to obtain or maintain satisfactory flood insurance then in force required pursuant to this Section 6.07 with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to any Mortgaged Property, the Administrative Agent shall be permitted, in its reasonable discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting to obtain forced placed insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent Borrowers’ expense to the payment of the Obligations in accordance ensure compliance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the any applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedFlood Insurance Laws.

Maintenance of Insurance. Each (a) To the extent the Servicer is permitted to do so under a Mortgage Loan Party shall(but only to the extent consistent with the Servicer's servicing of its own loan portfolio), and the Servicer shall cause to be maintained for each of its Subsidiaries to, insure its properties and assets against loss or damage by Mortgage Loan a hazard insurance policy that provides for fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate which provides for a recovery of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached proceeds relating to such certificateMortgage Loan, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each an amount not less than the least of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during Unpaid Loan Balance (plus the existence of an Event of Defaultrelated senior lien loan, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreementif any), (ii) the minimum amount required to compensate for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default damage or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, loss on a replacement cost basis and (iii) the full insurable value of the premises. The Servicer shall maintain such insurance policies in the name of the Servicer for losses equal the benefit of the Trustee. The policies shall require the insurer to provide the mortgagee with 30 days' notice prior to any cancellation or greater than One Hundred Thousand as otherwise required by law. The Servicer may also (but is not obligated to) maintain a blanket hazard insurance policy or policies if the insurer or insurers of such policies are acceptable to each Rating Agency, in which case the Servicer shall conclusively be deemed to have satisfied its obligations under this Section 3.09(a). If such a blanket policy contains a deductible clause, the Servicer shall deposit in the Certificate Account, in accordance with Section 3.06(c)(4), any amount not payable under the blanket policy during any Collection Period because of the deductible clause that would have been paid under a hazard policy that meets the requirements of this Section 3.09(a) and 00/100 Dollars does not have a deductible clause; provided, however, that the Servicer's obligation so to deposit any such amount shall exist only if and to the extent that the Servicer determines, in its reasonable business judgment, such deposit to be recoverable as a Servicing Advance in accordance with Section 3.07(b). If the Mortgage Loan at the time of origination ($100,000.00or if required by federal law, at any time thereafter) received at such time as no Event of Default or Potential Default exists, be disbursed relates to a Mortgaged Property in an area identified in the Federal Register by the Administrative Agent Federal Emergency Management Agency as having special flood hazards, then to the extent the Servicer is permitted to do so under the Mortgage Loan (but only to the extent consistent with the Servicer's servicing of its own loan portfolio), the Servicer will cause to be maintained thereon a flood insurance policy in a form meeting the requirements of the then current guidelines of the Federal Insurance Administration in an amount representing coverage, and which provides for a recovery of insurance proceeds relating to such Mortgage Loan, of not less than the least of (i) the Unpaid Loan Balance of the Mortgage Loan (plus the related senior lien loan, if any), (ii) the minimum amount required to compensate for damage or loss on a replacement cost basis and (iii) the maximum amount of insurance that is available under the Flood Disaster Protection Act of 1973. The Servicer shall indemnify the Trust for any loss to the Trust resulting from the Servicer's failure to advance premiums for such insurance required by this Section. The Servicer shall have no obligation to maintain or cause to be maintained any earthquake or additional insurance on a Mortgage Loan or Mortgaged Property unless the related Mortgagor is required under applicable Loan Parties on law to maintain such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance.

Maintenance of Insurance. Each Loan Party EachThe Company shall, and shall cause each of its Subsidiaries to, insure (a) carry and maintain in full force and effect, at the expense of the Company and its Subsidiaries shall maintainor such Subsidiary, as applicable, and with financially sound and reputable insurance companies that are not Affiliates of the Company, insurance with respect to its properties and assets business against loss or damage of the kinds customarily insured against by fire Persons engaged in the same or similar business, and of such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability types and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in customarily carried under similar circumstances carrying on similar businessesby such other Persons., and with reputable and financially sound insurers, including self-insurance (b) furnish to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, upon reasonable request from the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying Agent, information presented in reasonable detail as to the existence insurance so carried, including copies of all such insurance policies, and (c) use commercially reasonable efforts to ensure, or cause others to ensure, that all such insurance policies required by this Section 6.12 provide that they shall not be terminated, cancelled or materially changed in a manner adverse to the insured Person without at least thirty (30) days’ (or ten (10) days’ for nonpayment of premium) prior written notice to the Company or its Subsidiary, as applicable, and the Agent. Subject to Section 6.26, the loss payable clauses or provisions in such insurance on policies shall be endorsed in favor of and made payable to the Collateral required Agent as its interests may appear and such policies shall name the Agent as “additional insured” or “loss payee”, as applicable. Receipt of notice of cancellation or modification of any such insurance policies or reduction of coverage or amounts thereunder shall entitle the Agent to renew any such policies, cause the coverage and amounts thereof to be maintained by at levels required pursuant to the first sentence of this Agreement and Section 6.12 or otherwise to obtain similar insurance in place of such policies, in each case at the other Loan Documents, together with a copy expense of the endorsement described in the next sentence attached to such certificate, and Company (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties payable on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receiveddemand).

Maintenance of Insurance. Each Loan Party shall, Maintain at all times with financially sound and shall cause each of its Subsidiaries to, insure its properties and assets reputable insurers insurance with respect to the Collateral against loss or damage and all other insurance of the kinds and in the amounts customarily insured against or carried by fire corporations of established reputation engaged in the same or similar businesses and similarly situated, and such other insurable hazards insurance as may be required by applicable Law. Said policies of insurance shall be reasonably satisfactory to Administrative Agent as to form, amount and insurer. The Lead Borrower shall furnish certificates, policies or endorsements to Administrative Agent as Administrative Agent shall reasonably require as proof of such assets are commonly insurance, and, in the event that the Loan Parties at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or in part relating thereto, the Administrative Agent may, without waiving or releasing any obligation or liability of the Loan Parties hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Administrative Agent deems advisable, at the expense of Borrowers. All policies shall provide for at least thirty (30) days prior written notice to Administrative Agent of any cancellation or reduction of coverage and that Administrative Agent may act as attorney for each Borrower and Guarantor in obtaining, and at any time an Event of Default exists or has occurred and is continuing, adjusting, settling, amending and canceling such insurance. Borrowers and Guarantors shall cause Administrative Agent to be named as a loss payee and an additional insured (including firebut without any liability for any premiums) under such insurance policies and Borrowers and Guarantors shall obtain non-contributory lender’s loss payable endorsements to all insurance policies in form and substance satisfactory to Administrative Agent. Such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall be payable to Administrative Agent as its interests may appear and further specify that Administrative Agent and Lenders shall be paid regardless of any act or omission by any Borrower, extended coverageGuarantor or any of its or their Affiliates. Without limiting any other rights of Administrative Agent or Lenders, property damageany insurance proceeds received by Administrative Agent at any time may, workers’ compensationsubject to the terms of the Term Loan Intercreditor Agreement, public liability be applied to payment of the Obligations (subject to the terms of the Term Loan Intercreditor Agreement), whether or not then due, in any order and business interruption insurance) and against other risks (including errors and omissions) 5048719.15048719.6 134 in such amounts manner as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance Administrative Agent may determine. Upon application of such proceeds to the extent customaryLoans, Loans may be available subject and pursuant to the terms hereof to be used for the costs of repair or replacement of the Collateral lost or damages resulting in the payment of such insurance proceeds. Each Loan Party hereby irrevocably makes, constitutes and appoints the Administrative Agent (and all as reasonably determined officers, employees or agents designated by the Administrative Agent. At ) as such Loan Party’s true and lawful agent (and attorney-in-fact), exercisable only after the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent occurrence and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence continuance of an Event of Default, be applied by for the Administrative Agent to the payment purpose of making, settling and adjusting claims in respect of the Obligations in accordance Collateral under policies of insurance, endorsing the name of such Loan Party on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be respect thereto. All sums disbursed by the Administrative Agent in connection with this Section 6.07, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Loan Parties to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedshall be additional Obligations secured hereby.

Maintenance of Insurance. Each Loan Party shall, Maintain at all times with financially sound and shall cause each of its Subsidiaries to, insure its properties and assets reputable insurers insurance with respect to the Collateral against loss or damage and all other insurance of the kinds and in the amounts customarily insured against or carried by fire corporations of established reputation engaged in the same or similar businesses and similarly situated, and such other insurable hazards insurance as may be required by applicable Law. Said policies of insurance shall be reasonably satisfactory to Administrative Agent as to form, amount and insurer. The Lead Borrower shall furnish certificates, policies or endorsements to Administrative Agent as Administrative Agent shall reasonably require as proof of such assets are commonly insurance, and, in the event that the Loan Parties at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or in part relating thereto, the Administrative Agent may, without waiving or releasing any obligation or liability of the Loan Parties hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Administrative Agent deems advisable, at the expense of Borrowers. All policies shall provide for at least thirty (30) days prior written notice to Administrative Agent of any cancellation or reduction of coverage and that Administrative Agent may act as attorney for each Borrower and Guarantor in obtaining, and at any time an Event of Default exists or has occurred and is continuing, adjusting, settling, amending and canceling such insurance. Borrowers and Guarantors shall cause Administrative Agent to be named as a loss payee and an additional insured (including firebut without any liability for any premiums) under such insurance policies and Borrowers and Guarantors shall obtain non-contributory lender’s loss payable endorsements to all insurance policies in form and substance satisfactory to Administrative Agent. Such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall be payable to Administrative Agent as its interests may appear and further specify that Administrative Agent and Lenders shall be paid regardless of any act or omission by any Borrower, extended coverageGuarantor or any of its or their Affiliates. Without limiting any other rights of Administrative Agent or Lenders, property damageany insurance proceeds received by Administrative Agent at any time may be applied to payment of the Obligations, workers’ compensationwhether or not then due, public liability in any order and business interruption insurance) and against other risks (including errors and omissions) in such amounts manner as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance Administrative Agent may determine. Upon application of such proceeds to the extent customaryLoans, Loans may be available subject and pursuant to the terms hereof to be used for the costs of repair or replacement of the Collateral lost or damages resulting in the payment of such insurance proceeds. Each Loan Party hereby irrevocably makes, constitutes and appoints the Administrative Agent (and all as reasonably determined officers, employees or agents designated by the Administrative Agent. At ) as such Loan Party’s true and lawful agent (and attorney-in-fact), exercisable only after the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent occurrence and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence continuance of an Event of Default, be applied by for the Administrative Agent to the payment purpose of making, settling and adjusting claims in respect of the Obligations in accordance Collateral under policies of insurance, endorsing the name of such Loan Party on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be respect thereto. All sums disbursed by the Administrative Agent in connection with this Section 6.07, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Loan Parties to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedshall be additional Obligations secured hereby.

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by from the Loan Parties’ independent insurance broker in customary form describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan DocumentsCollateral, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretiondiscretion (acting at the direction of the Required Lenders). The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or declineloss. Any Subject to the terms of the Intercreditor Agreements, any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative AgentAgent (acting at the direction of the Required Lenders), (ia) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (iib) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) 20,000,000 received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iiic) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) 20,000,000 received at such time as no Event of Default or Potential Default exists, as determined by the Administrative Agent in its discretion (acting at the direction of the Required Lenders) either (1) be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement or (2) be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent (acting at the direction of the Required Lenders) for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.

Maintenance of Insurance. Each Loan Party shallMaintain or cause to be maintained with insurance companies rated "A-" or better by Best's Insurance Guide and Key Ratings or other insurance companies of recognized responsibility reasonably satisfactory to the Lender, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) insurance in such amounts and covering such risks as are usually carried by companies engaged in similar businesses and owning similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businessesthe same general areas in which OLAC operates, and in any event the insurance coverages shall not be less than the insurance coverages set forth on Schedule 5(i) except with reputable and financially sound insurersthe prior written consent of the Lender, including self-insurance to the extent customarywhich will not be unreasonably withheld. The Cogen Entities shall, all as reasonably determined by the Administrative Agent. At upon the request of the Administrative AgentLender, promptly provide a schedule indicating the policies maintained by each Cogen Entity, coverage limits of liability, effective dates of coverage, insurance carrier names and policy numbers. Within fourteen (14) days after the Funding Date, the Loan Parties Cogen Entities shall deliver to cause the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required Lender to be maintained by this Agreement named as an "additional insured," and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force "certificate holder" with respect to each all insurance policies of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral Borrowers and the estimated (or actual, if available) amount liability insurance of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan PartiesOLAC, and (iii) for losses equal to or greater than One Hundred Thousand as "lender loss payee" and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the "mortgagee" on all applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property insurance policies in respect of which OLAC and the MCPC Facility, for the account of the Lender. Evidence of payment of premiums for such proceeds were received.insurance policies shall be delivered to the Lender at least thirty (30) days prior to the expiration thereof and such insurance policies shall be delivered to the Lender promptly upon its request therefor; (q)

Maintenance of Insurance. Each Loan Party shallThe Borrower will, and shall will cause each Subsidiary to, at all times maintain in full force and effect, pursuant to self-insurance arrangements or with insurance companies that the Borrower believes (in the good faith judgment of the management of the Borrower) are financially sound and responsible at the time the relevant coverage is placed or renewed, insurance in at least such amounts (after giving effect to any self-insurance which the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and prudent in light of the size and nature of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurancebusiness) and against other at least such risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable such risk retentions) as the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and financially sound insurers, including self-insurance prudent in light of the size and nature of its business; and will furnish to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) upon written request from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) information presented in reasonable detail as to the case of property insurance proceeds received during so carried. The Administrative Agent shall be the existence of an Event of Defaultadditional insured on any such liability insurance as its interests may appear and, be applied by if casualty insurance is obtained, the Administrative Agent shall be the additional loss payee under any such casualty insurance; provided that, subject to the payment of the Obligations mandatory prepayment provisions set forth in accordance with the terms of the Credit AgreementSection 5.2, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time so long as no Event of Default has occurred and is then continuing, the Secured Parties will provide (or Potential Default existspermit the applicable insurance company to provide) any proceeds of such casualty insurance to the Borrower to the extent that the Borrower undertakes to apply such proceeds to the reconstruction, be disbursed replacement or repair of the property insured thereby. All policies of insurance required by the terms of this Agreement or any Security Document shall provide that each insurer shall endeavor to give at least 30 days’ prior written notice to the Administrative Agent of any cancellation of such insurance (or at least 10 days’ prior written notice in the case of cancellation of such insurance due to non-payment of premiums). If any Building (as defined in the applicable Loan PartiesFlood Insurance Regulation) or Manufactured (Mobile) Home (as defined in the applicable Flood Insurance Regulation) constitutes Mortgaged Property, each applicable Credit Party shall maintain in full force and (iii) effect flood insurance for losses equal to or greater than One Hundred Thousand such property, structures and 00/100 Dollars ($100,000.00) received at contents in such time amount and for so long as no Event of Default or Potential Default exists, be disbursed required by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedFlood Insurance Regulations.

Maintenance of Insurance. Each Loan Party shall, Maintain with financially sound and shall cause each of its Subsidiaries to, insure its properties and assets reputable insurers insurance against loss or damage and all other insurance of the kinds and in the amounts customarily insured against or carried by fire corporations of established reputation engaged in the same or similar businesses and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-similarly situated. Said policies of insurance shall be satisfactory to the extent customaryAgent as to form, all amount and insurer. The Loan Parties shall furnish certificates, policies or endorsements to the Agent as reasonably determined by the Administrative Agent. At the request Agent shall require as proof of the Administrative Agentsuch insurance, and, if the Loan Parties shall deliver fail to do so, the Administrative Agent and each of is authorized, but not required, to obtain such insurance at the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each expense of the Loan Parties. Such All policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable provide for at least thirty (30) days prior written notice to the Administrative Agent of any cancellation or reduction of coverage and that the Agent may act as attorney for the Loan Parties in its discretionobtaining, and at any time a Default or an Event of Default exists or has occurred and is continuing, adjusting, settling, amending and canceling, such insurance. The applicable Loan Parties shall notify cause the Administrative Agent promptly to be named as a lender’s loss payee and an additional insured (without any liability for any premiums) under such insurance policies and the Loan Parties shall obtain non-contributory lender’s loss payable endorsements to all insurance policies in form and substance satisfactory to the Agent. Such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall be payable to the Agent as its interests may appear and further specify that the Agent shall be paid regardless of any occurrence causing act or omission by a material loss Loan Party or decline in value any of its Affiliates. At its option, the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies Agent may apply any insurance proceeds received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent any time to the cost of repairs or replacement of Collateral and/or to payment of the Obligations Obligations, whether or not then due, in accordance with any order and in such manner as such the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at Agent may determine or hold such time proceeds as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent cash collateral for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedObligations.

Maintenance of Insurance. Each Maintain liability, casualty and other insurance (subject to customary deductibles and retentions), including with respect to each Mortgaged Real Property, with responsible insurance companies in such amounts and against such risks as is carried by companies engaged in similar businesses and owning similar assets in the general areas in which the Borrower and the Restricted Subsidiaries operate; and furnish to the Administrative Agent, promptly upon reasonable written request, information evidencing compliance with this Section 6.03. The Collateral Agent shall be named as an additional insured on all liability insurance policies of each Loan Party shall(other than directors and officers liability insurance, insurance policies relating to employment practices liability, crime or fiduciary duties, kidnap and rxxxxx insurance policies, and shall cause each of its Subsidiaries toinsurance as to fraud, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) and the Collateral Agent shall be named as a mortgagee/loss payee on all property insurance policies of each such Person relating to Property which is Collateral. If any portion of any Mortgaged Real Property at any time is located in such amounts an area identified by the Federal Emergency Management Agency (or any successor agency) as similar properties and assets are insured by prudent companies 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 similar circumstances carrying on similar businesseseffect or successor act thereto), and then the Borrower shall, or shall cause the applicable Loan Party to (i) maintain, or cause to be maintained, with reputable and a financially sound insurersand reputable insurer (determined at the time such insurance is obtained), including self-flood insurance in an amount and otherwise sufficient to comply with all applicable rules and regulations promulgated pursuant to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall Flood Insurance Laws and (ii) deliver to the Administrative Agent and each evidence of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form compliance reasonably acceptable to the Administrative Agent in its discretionAgent. The applicable Loan Parties Borrower shall, and will cause each of the Restricted Subsidiaries to, do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, privileges, licenses, permits, franchises, authorizations, patents, copyrights, trademarks and trade names material to the conduct of its business except where the failure to do so, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect; provided, however, that nothing in this Section 6.03 shall notify prevent (A) sales, conveyances, transfers or other dispositions of assets, consolidations or mergers by or any other transaction in accordance with Section 8.01; (B) the withdrawal of qualification as a foreign corporation in any jurisdiction where such withdrawal, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect; or (C) the abandonment of any rights, permits, authorizations, copyrights, trademarks, trade names, franchises, licenses and patents that the Borrower reasonably determines are not useful to its business. In the event that the proceeds of any insurance claim are paid after the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of has exercised its right to foreclose after an Event of Default, such proceeds shall be applied by paid to the Administrative Agent to satisfy any deficiency remaining after such foreclosure. The Collateral Agent shall retain its interest in the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, policies required to be disbursed by the Administrative Agent maintained pursuant to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedthis Section 6.03 during any redemption period.

Maintenance of Insurance. Each Loan Party shallMaintain insurance with responsible and reputable insurance companies or associations (including, and shall cause each of its Subsidiaries towithout limitation, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including firecomprehensive general liability, extended coveragehazard, property damage, workers’ compensation, public liability rent and business interruption insurance) and against other risks with respect to its properties (including errors all real properties leased or owned by it) and omissions) business, in such amounts and covering such risks as similar properties and assets are insured is required by prudent any Governmental Authority having jurisdiction with respect thereto or as is carried generally in accordance with sound business practice by companies in similar circumstances carrying businesses similarly situated and which insurance shall not be less than the amount, adequacy and scope than the insurance maintained by or for the Issuer and its Subsidiaries on similar businessesthe Amendment Date (it being understood that the amount, adequacy and scope of any global insurance policies maintained by Parent or its Affiliates (the "Global Policies") may be changed in any manner provided that any such change does not materially affect the amount, adequacy or scope of the Issuer or the Subsidiary Guarantors' insurance coverage); provided, however, that if Collateral is sold pursuant to these Terms and Conditions of Notes, the level of insurance may be reduced in a commercially reasonable manner. To the extent permitted pursuant to applicable law, as soon as practicable after the Amendment Date, the Issuer shall take all steps necessary to grant to the Collateral Agent a perfected Lien on its insurance polices and its rights with reputable respect to insurance obtained by its Affiliates, it being understood that such steps may include the inclusion of lenders loss payable endorsements directly or indirectly for the benefit of the Collateral Agent, in form and financially sound insurerssubstance satisfactory to the Collateral Agent, including self-which may provide that all insurance proceeds in excess of (euro)1,000,000 or payable after the insurer has received written notice from the Collateral Agent that an Event of Default then exists and is continuing (until a contrary notice is received), shall be payable directly to the Collateral Agent; provided, however, that the Collateral Agent shall assign such proceeds to the Issuer for the purpose of reinvestment to the extent customarythat such reinvestment is approved by Requisite Noteholders or, all as reasonably determined if an Event of Default has not occurred and is continuing, is not objected to by Requisite Noteholders within 45 days after the Administrative AgentNoteholders have been notified thereof. At All certificates of insurance, to the request extent practicable, shall provide for not less than 30 days' prior written notice to the Collateral Agent of the Administrative Agentexercise of any right of cancellation. If any Credit Party or any of its Subsidiaries fails to maintain such insurance, the Loan Parties shall deliver to Collateral Agent may arrange for such insurance, but at the Administrative Agent Issuer's expense and each of the Lenders (x) without any responsibility on the Closing Date and annually thereafter an original certificate of insurance signed by Collateral Agent's part for obtaining the Loan Parties’ independent insurance broker describing and certifying as to insurance, the existence solvency of the insurance on companies, the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy adequacy of the endorsement described in coverage, or the next sentence attached to such certificate, collection of claims. Upon the occurrence and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence continuance of an Event of Default, be applied by the Administrative Agent to the payment extent practicable, the Collateral Agent shall have the right, in the name of the Obligations in accordance with Noteholders, any Credit Party and its Subsidiaries, to 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 terms collection, compromise or settlement of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent any claims that relate to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at Collateral under any such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance policies.

Maintenance of Insurance. Each Loan Party (a) The Borrower shall, and shall cause each of its Subsidiaries to, insure its properties procure and assets against loss maintain or damage shall cause to be procured and maintained continuously in effect policies of insurance in form and amounts and issued by fire and such other insurable hazards as such assets are commonly insured (including firecompanies, extended coverageassociations, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance or organizations reasonably satisfactory to the extent customaryAdministrative Agent, all as covering such casualties, risks, perils, liabilities and other hazards reasonably determined required by the Administrative Agent. At In addition, the request Borrower shall, and shall cause each of its Subsidiaries to, comply with all requirements regarding insurance contained in the Security Instruments. (b) All certified copies of policies or certificates thereof, and endorsements and renewals thereof shall be delivered to and retained by the Administrative Agent. All policies of insurance shall either have attached thereto a Lender's loss payable endorsement for the benefit of the Administrative Agent, the Loan Parties shall deliver as loss payee in form reasonably satisfactory to the Administrative Agent and each of or shall name the Lenders (x) on Administrative Agent as an additional insured, as applicable. The Borrower shall furnish the Closing Date and annually thereafter an original Administrative Agent with a certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with or a certified copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance required. All policies or certificates of insurance shall set forth the coverage, the limits of liability, the name of the carrier, the policy number, and the period of coverage. In addition, all policies of insurance required under the terms hereof shall contain special endorsements which include the provisions specified below an endorsement or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received agreement by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, insurer that any loss shall be applied by the Administrative Agent to the payment of the Obligations payable in accordance with the terms of such policy notwithstanding any act of negligence of the Credit AgreementBorrower, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by a Subsidiary or any party holding under the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to Borrower or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property a Subsidiary which might otherwise result in respect of which such proceeds were received.a

Maintenance of Insurance. Each Loan Party shallMaintain insurance with respect to its Properties and businesses against such liabilities, casualties, risks, and shall cause each of its Subsidiaries tocontingencies as is customary in the relevant industry and sufficient to prevent a Material Adverse Effect, insure its properties and assets against loss or maintain insurance as required under any Security Instrument, all such insurance to be in amounts and from insurers acceptable to the Lenders and, with respect to property damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability insurance covering Collateral and business interruption insurance) and against other risks (including errors and omissions) , if any, maintained by a Borrower, naming the Agent as loss payee in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance form reasonably satisfactory to the extent customaryAgent or shall name the Agent as an additional insured, all as reasonably determined by the Administrative Agentapplicable. At the request Upon any renewal of the Administrative Agent, the Loan Parties shall deliver any such insurance furnish to the Administrative Agent or any Lender evidence, satisfactory to the Agent and each Lender of the Lenders (x) on maintenance of such insurance. All certified copies of policies or certificates thereof, and endorsements and renewals thereof shall be delivered to and retained by the Closing Date and annually thereafter an original certificate Agent. All policies or certificates of insurance signed by shall set forth the Loan Parties’ independent insurance broker describing and certifying as to coverage, the existence limits of liability, the name of the insurance on carrier, the Collateral required to be maintained by this Agreement policy number, and the other Loan Documentsperiod of coverage. In addition, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance required under the terms hereof shall contain special endorsements which include the provisions specified below an endorsement or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received agreement by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, insurer that any loss shall be applied by the Administrative Agent to the payment of the Obligations payable in accordance with the terms of such policy notwithstanding any act of negligence of such Borrower, or any party holding under such Borrower which might otherwise result in a forfeiture of the Credit Agreementinsurance and the further agreement of the insurer waiving all rights of setoff, counterclaim or deductions against such Borrower. All such policies shall contain a provision that notwithstanding any contrary agreements between such Borrower and the applicable insurance company, such policies will not be canceled, allowed to lapse without renewal, surrendered or amended (iiwhich provision shall include any reduction in the scope or limits of coverage) without at least 30 days' prior written notice to the Agent. In the event that, not withstanding the "lender's loss payable endorsement" requirement of this Section, the proceeds of any insurance policy described above are paid to a Borrower, such Borrower shall deliver such proceeds to the Agent immediately upon receipt. Furthermore, the Agent shall have the right to collect, and each of the Borrowers hereby assigns to the Agent for losses the benefit of less than One Hundred Thousand the Lenders, any and 00/100 Dollars (all monies that may become payable under any policies of insurance relating to business interruption or by reason of damage, loss, or destruction of any of the Collateral. In the event of any damage, loss, or destruction for which insurance proceeds relating to business interruption or Collateral exceed $100,000.00) 100,000, the Agent for the benefit of the Lenders may, at its option, apply all such sums or any part thereof received at by it toward the payment of the Obligations, whether matured or unmatured, application to be made first to interest and then to principal, and shall deliver to such time as Borrower the balance, if any, after such application has been made. In the event of any such damage, loss, or destruction for which insurance proceeds are $100,000 or less, provided that no Default or Event of Default or Potential Default existshas occurred and is continuing, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which shall deliver any such proceeds were receivedreceived by it to such Borrower. In the event the Agent receives insurance proceeds not attributable to Collateral or business interruption, the Agent shall deliver any such proceeds to such Borrower.

Maintenance of Insurance. Each Loan Party shallAGCO shall maintain, and shall cause each of its Restricted Subsidiaries toto maintain, insure its insurance with responsible and reputable insurance companies or associations in such amounts and covering such risks as is usually carried by companies engaged in similar businesses and owning similar properties in the same general areas in which AGCO or such Restricted Subsidiary operates, including, without limitation, physical damage insurance on all real and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including firepersonal property, extended coveragecomprehensive general liability insurance, property damage, workers’ compensation, public liability and business interruption insurance; provided, however, that such insurance may be subject to (A) self-insurance by AGCO and against its Subsidiaries that so long as such self insurance is in accord with the approved practices of corporations similarly situated and adequate insurance reserves are maintained in connection with such self-insurance, and (B) deductibles and co-payment obligations no greater than those of other risks (including errors corporations similarly situated. All policies of insurance required to be maintained under this Agreement shall be in form and omissions) with insurers recognized as adequate by Administrative Agent and all such policies shall be in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance may be reasonably satisfactory to the extent customaryAdministrative Agent and shall, all as reasonably determined by an endorsement or independent instrument furnished to Agent provide that the insurance companies will give the Administrative AgentAgent at least thirty (30) days prior written notice (ten (10) days, in the case of non-payment of premium) before any such policy or policies of insurance shall be altered or canceled. At AGCO shall deliver to the Administrative Agent a certificate of insurance that evidences the existence of each policy of insurance, payment of all premiums therefor and compliance with all provisions of this Agreement and, upon request of the Administrative Agent, the Loan Parties AGCO shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to each such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Partiespolicy. Such All policies of property insurance shall contain special endorsements which include the provisions specified below or are otherwise an endorsement, in form acceptable and substance satisfactory to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in showing loss payable to the case Administrative Agent, as its interest appear and extra expense and business interruption endorsements. Such endorsement, or an independent instrument furnished to the Administrative Agent, shall provide that no act or default of property insurance proceeds received during any Borrower or any other Person shall affect the existence right of an Event of Default, be applied by the Administrative Agent to the payment recover under such policy or policies of the Obligations insurance in accordance with the terms case of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default loss or Potential Default exists, be disbursed by damage. Each liability insurance policy shall contain an endorsement listing the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedan additional insured thereunder.

Maintenance of Insurance. Each Loan Party shall, Maintain in full force and shall cause each of effect (i) insurance with respect to its Subsidiaries to, insure Property and its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured businesses (including fireworker’s compensation insurance, extended coverageliability insurance, property damage, workers’ compensation, public liability insurance and business interruption insurance) with insurers rated A- or better by A.M. Best’s Key Rating Guide (or any successor thereto), in such amounts, covering such risks and against liabilities and with such deductibles or self-insurance retentions as are deemed sufficient for Consolidated Parties by the management of MLP Parent in the exercise of reasonable business judgment and reasonably acceptable to Xxxx, provided that such insurance with respect to the Property of the Company Entities and their Restricted Subsidiaries shall cover casualty, hazard, public liability, theft, malicious mischief and such other risks risks, in such amounts and with such endorsements, as are reasonably satisfactory to Xxxx and (including errors and omissionsii) in addition to the foregoing, insurance in such amounts as similar properties required in Article 14 and assets are insured by prudent companies otherwise comply with the requirements as set forth in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance Article 14. From time to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agenttime upon Xxxx’x request, the Loan Transaction Parties shall deliver the originals or certified copies of their insurance policies to the Administrative Agent and Xxxx. All proceeds under each of the Lenders (x) on the Closing Date and annually thereafter an original certificate policy of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to Collateral and X. Xxxx Property shall be payable to Xxxx and (without duplication) the proceeds under each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable general liability policy and each excess liability policy up to the Administrative Agent in amount necessary to reimburse Xxxx for any out of pocket losses, claims, damages and related expenses actually suffered by Xxxx as a result of its discretion. The applicable Loan relationship with the Transaction Parties under the Transaction Documents shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actualbe payable to Xxxx, provided, however, that, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, has occurred and is continuing any proceeds of insurance for Collateral and X. Xxxx Property may be disbursed used by the Administrative Agent to Company Entities in the applicable Loan PartiesOrdinary Course of Business, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by including the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or 49 4161-8074-0173.23 ​ ​ ​ replacement of Collateral and other property X. Xxxx Property. Proceeds from any business interruption insurance, general liability, workers’ compensation or D&O insurance may be used by the Company Entities in respect the Ordinary Course of which such proceeds were receivedBusiness.

Maintenance of Insurance. Each Loan Party shall, and shall cause each Maintain with insurance companies that the Lead Administrative Borrower believes (in the good faith judgment of its Subsidiaries tomanagement) are financially sound and reputable at the time the relevant coverage is placed or renewed, insure its insurance with respect to the properties and assets business of the Loan Parties and their Restricted Subsidiaries against loss or damage of the kinds customarily insured against by fire Persons engaged in the same or similar business, of such types and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including (after giving effect to any self-insurance reasonable and customary for similarly situated Persons engaged in the same or similar businesses as the Loan Parties and their Restricted Subsidiaries) as are customarily carried under similar circumstances by such other Persons, and will furnish to the extent customaryLenders, all as reasonably determined by the Administrative Agent. At the upon written request of from the Administrative Agent, information presented in reasonable detail as to the Loan insurance so carried. Each such policy of insurance shall, as appropriate and to the extent customary with respect to jurisdictions outside the United States, (a) name the Collateral Agent, on behalf of the Secured Parties, as an additional insured thereunder as its interests may appear, (b) to the extent available from the relevant insurance carrier, in the case of each casualty insurance policy, contain a lender’s loss payable clause or endorsement reasonably acceptable to the Collateral Agent that names the Collateral Agent, on behalf of the Secured Parties as the lender’s loss payee thereunder and (c) to the extent available from the relevant insurance carrier, in the case of each liability or casualty insurance policy, contain an endorsement providing that such policy shall deliver not be canceled or not renewed (i) by reason of nonpayment of premium except upon not less than ten (10) days’ prior written notice thereof by the insurer to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to giving the Administrative Agent the right to cure defaults in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, premiums) or (ii) for losses of any other reason except upon not less than One Hundred Thousand and 00/100 Dollars thirty ($100,000.0030) received at such time as no Event of Default or Potential Default exists, be disbursed days’ prior written notice thereof by the Administrative Agent insurer to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedAgent.

Maintenance of Insurance. Each Loan Party Maintain with financially sound and reputable insurance companies not Affiliates of either Borrower, 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 (after giving effect to any self-insurance compatible with the following standards) as are customarily carried under similar circumstances by such other Persons and providing for not less than 30 days’ prior notice to the Administrative Agent of termination, lapse or cancellation of such insurance. If at any time the area in which any real property constituting, or that is required to become, Mortgaged Property is designated a “special flood hazard area” in any Flood Insurance Rate Map published by the Federal Emergency Management Agency (or any successor agency) as indicated in any applicable flood certificate, the US Borrower (unless such applicable Mortgage includes Exclusionary Flood Language as elected by the Administrative Agent (after consultation with the US Borrower) pursuant to Section 6.11(a)(vi)(A)(1)) shall, and shall cause each of its Restricted Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) obtain flood insurance in such amounts total amount as similar properties and assets are insured required by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request Regulation H of the Administrative AgentFRB, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating in effect and all official rulings and interpretations thereunder or thereof, and otherwise comply with the National Flood Insurance Program as set forth in the Flood Disaster Protection Act of 1973, as it may be amended from time to time, and such other applicable Flood Insurance Laws; provided that, to the extent such applicable Loan Party fails to obtain or maintain satisfactory flood insurance then in force required pursuant to this Section 6.07 with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to any Mortgaged Property, the Administrative Agent shall be permitted, in its reasonable discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting to obtain forced placed insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent Borrowers’ expense to the payment of the Obligations in accordance ensure compliance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the any applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedFlood Insurance Laws.

Maintenance of Insurance. Each (a) Maintain with financially sound and reputable insurance companies not Affiliates or Related Parties of the Loan Party shallParties, and shall cause each of its Subsidiaries to, insure insurance with respect to its properties and assets business against loss or damage of the kinds customarily insured against by fire Persons engaged in the same or similar business and operating in the same or similar locations or as is required by applicable Law, of such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability types and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in customarily carried under similar circumstances carrying on similar businesses, by such other Persons and with reputable and financially sound insurers, including self-insurance as are reasonably acceptable to the extent customary, all as reasonably determined by the Administrative Agent. At (b) Cause fire and extended coverage policies maintained with respect to any Collateral to be endorsed or otherwise amended to include (i) a non-contributing mortgage clause (regarding improvements to Real Estate) and lenders’ loss payable clause (regarding personal property), in form and substance satisfactory to the request of the Administrative Agent, which endorsements or amendments shall provide that the insurer shall pay all proceeds otherwise payable to the Loan Parties shall deliver under the policies directly to the Administrative Agent and each Agent, (ii) a provision to the effect that none of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to , Credit Parties or any other Person shall be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, co-insurer and (yiii) such other provisions as the Agent may reasonably require from time to time to protect the interests of the Credit Parties. (c) Cause commercial general liability policies to be endorsed to name the Agent as an additional insured. (d) Cause business interruption policies to name the Agent as a summary schedule indicating loss payee and to be endorsed or amended to include (i) a provision that, from and after the Closing Date, the insurer shall pay all insurance proceeds otherwise payable to the Loan Parties under the policies directly to the Agent (and unless a Cash Dominion Event then in force with respect exists and is continuing, or the proceeds are otherwise required to each be applied to the Obligations and Other Liabilities hereunder, such proceeds shall be remitted by Agent after receipt of immediately available funds to the Deposit Account of Lead Borrower used for the receipt of proceeds of Loans), (ii) a provision to the effect that none of the Loan Parties. Such policies of insurance , the Agent, the Agent or any other party shall contain special endorsements which include be a co-insurer and (iii) such other provisions as the provisions specified below or are otherwise in form acceptable Agent may reasonably require from time to time to protect the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value interests of the Collateral and the estimated Credit Parties. (e) Cause each such policy referred to in this Section 6.07 to also provide that it shall not be canceled, modified or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, not renewed (i) in the case by reason of property insurance proceeds received during the existence nonpayment of an Event of Default, be applied premium except upon not less than ten (10) days’ prior written notice thereof by the Administrative insurer to the Agent (giving the Agent the right to cure defaults in the payment of the Obligations in accordance with the terms of the Credit Agreement, premiums) or (ii) for losses of any other reason except upon not less than One Hundred Thousand and 00/100 Dollars thirty ($100,000.0030) received at such time as no Event of Default or Potential Default exists, be disbursed days’ prior written notice thereof by the Administrative Agent insurer to the applicable Loan PartiesAgent. (f) Deliver to the Agent, prior to the cancellation, modification or non-renewal of any such policy of insurance, a copy of a renewal or replacement policy (or other evidence of renewal of a policy previously delivered to the Agent, including an insurance binder) together with evidence satisfactory to the Agent of payment of the premium therefor. (g) Maintain for themselves and their Subsidiaries, a Directors and Officers insurance policy, and (iii) for losses equal to a “Blanket Crime” policy including employee dishonesty, forgery or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default existsalteration, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repairtheft, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.-115- 6245414.1

Maintenance of Insurance. Each Loan Party shall, The Borrower and shall cause each of its Subsidiaries to, insure its properties and assets against loss shall maintain (with insurance companies of recognized financial responsibility) or damage by fire and such other insurable hazards as such assets are commonly insured cause to be maintained (including fire, extended coverage, through self-insurance) insurance with respect to their property damage, workers’ compensation, public liability and business interruption insurance) against such liabilities and against other risks (including errors and omissions) risks, in such types and amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including such deductibles or self-insurance risk retentions, in each case as are in accordance with customary industry practice for companies engaged in similar businesses operating in the same or similar locations as the Borrower and its Subsidiaries (taken as a whole); provided, however, that in the event that any improved real property (other than any Excluded Property) owned by a Loan Party is subject to a Mortgage and is located in any area that has been designated by the extent customaryFederal Emergency Management Agent as a “Special Flood Hazard Area”, all as such Loan Party shall purchase and maintain, or cause to be purchased and maintained, flood insurance on such real property subject to a Mortgage and deliver flood certifications and evidence of such flood insurance (and, if applicable, FEMA form acknowledgements of insurance), in each case in form and substance reasonably determined by satisfactory to the Administrative Agent. At The loss payable clauses or provisions in (a) the applicable property loss policies insuring any of the Collateral shall be endorsed in favor of and made payable to the Administrative Agent, for the benefit of the Secured Parties, as a “lender loss payee” or other formulation acceptable to the Administrative Agent, and (b) each of the Borrower’s comprehensive and general liability policies and well control and gradual pollution policies (to the extent in existence) shall name the Administrative Agent, for the benefit of the Secured Parties, as “additional insured”. Such insurance described in clauses (a) and (b) of the preceding sentence shall provide that no cancellation thereof shall be effective until at least thirty (30) days after receipt by the Administrative Agent of written notice thereof (or ten (10) days in the case of cancellation for non-payment of premiums). Upon the reasonable request of the Administrative AgentAgent from time to time, the Loan Parties Borrower shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying information in reasonable detail as to the existence Borrower’s and its Subsidiaries’ insurance then in effect, stating the names of the insurance on companies, the Collateral required to be maintained by this Agreement amounts of insurance, the dates of the expiration thereof and the properties and risks covered thereby. In the event the Borrower or any other Loan Documents, together with a copy Party at any time shall fail to obtain or maintain any of the endorsement described in the next sentence attached to such certificateinsurance required herein, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, without waiving or releasing any obligations or resulting Default hereunder, may at any time or times thereafter (ibut shall be under no obligation to do so) in the case obtain and maintain such policies of property insurance proceeds received during the existence of an Event of Default, be applied by and pay premiums and take any other action with respect thereto which the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be deems advisable. All sums so disbursed by the Administrative Agent to shall constitute part of the applicable Loan PartiesObligations, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time payable as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property provided in respect of which such proceeds were receivedthis Agreement.

Maintenance of Insurance. Each Loan Party The Borrower shall, and shall cause each of its Subsidiaries to, insure carry and maintain in full force and effect, at its own expense and with financially sound and reputable insurance companies, insurance in such amounts, with such deductibles and covering such risks as is customarily carried by companies engaged in the same or similar businesses and owning similar properties and assets against loss in the localities where the Borrower or damage by fire and such other insurable hazards as such assets are commonly insured (Subsidiary operates, including fire, extended coverage, property damage, workers’ compensationbusiness interruption, public liability liability, property damage and business interruption insurance) worker’s compensation. Insurance on the Collateral shall name the Collateral Agent, for the ratable benefit of the Lenders as their interests may appear, as additional insured and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agentloss payee. At Upon the request of the Administrative AgentAgent or any Lender, the Loan Parties Borrower shall deliver furnish the Agent from time to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying time with full information as to the existence insurance carried by it and, if so requested, copies of all such insurance policies. The Borrower shall also furnish to the Agent from time to time upon the request of the Agent or any Lender a certificate of the Borrower’s insurance broker or other insurance specialist stating that all premiums then due on the policies relating to insurance on the Collateral have been paid, that such policies are in full force and effect and that such insurance coverage and such policies comply with all the requirements of this subsection. All insurance policies required under this subsection shall provide that they shall not be terminated or cancelled nor shall any such policy be materially changed without at least 30 days’ prior written notice to the Borrower and the Agent. Receipt of notice of termination or cancellation of any such insurance policies or reduction of coverages or amounts thereunder shall entitle the Agent to renew any such policies, cause the coverages and amounts thereof to be maintained by at levels required pursuant to the first sentence of this Agreement and subsection (c) or otherwise to obtain similar insurance in place of such policies, in each case at the other Loan Documents, together with a copy expense of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedBorrower.

Maintenance of Insurance. Each Loan Party shallAGCO shall maintain, and shall cause each of its Restricted Subsidiaries toto maintain, insure its insurance with responsible and reputable insurance companies or associations in such amounts and covering such risks as is usually carried by companies engaged in similar businesses and owning similar properties in the same general areas in which AGCO or such Restricted Subsidiary operates, including, without limitation, physical damage insurance on all real and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including firepersonal property, extended coveragecomprehensive general liability insurance, property damage, workers’ compensation, public liability and business interruption insurance; provided, however, that such insurance may be subject to (A) self-insurance by AGCO and against its Subsidiaries that so long as such self insurance is in accord with the approved practices of corporations similarly situated and adequate insurance reserves are maintained in connection with such self-insurance, and (B) deductibles and co-payment obligations no greater than those of other risks (including errors corporations similarly situated. All policies of insurance required to be maintained under this Agreement shall be in form and omissions) with insurers recognized as adequate by Administrative Agent and all such policies shall be in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance may be reasonably satisfactory to the extent customaryAdministrative Agent and shall, all as reasonably determined by an endorsement or independent instrument furnished to Agent provide that the insurance companies will give the Administrative AgentAgent at least thirty (30) days prior written notice (10 days, in the case of non-payment of premium) before any such policy or policies of insurance shall be altered or canceled. At AGCO shall deliver to the Administrative Agent a certificate of insurance that evidences the existence of each policy of insurance, payment of all premiums therefor and compliance with all provisions of this Agreement and, upon request of the Administrative Agent, the Loan Parties AGCO shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to each such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Partiespolicy. Such All policies of property insurance shall contain special endorsements which include the provisions specified below or are otherwise an endorsement, in form acceptable and substance satisfactory to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in showing loss payable to the case Administrative Agent, as its interest appear and extra expense and business interruption endorsements. Such endorsement, or an independent instrument furnished to the Administrative Agent, shall provide that no act or default of property insurance proceeds received during any Borrower or any other Person shall affect the existence right of an Event of Default, be applied by the Administrative Agent to the payment recover under such policy or policies of the Obligations insurance in accordance with the terms case of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default loss or Potential Default exists, be disbursed by damage. Each liability insurance policy shall contain an endorsement listing the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedan additional insured thereunder.

Maintenance of Insurance. Each Loan Party shall, Maintain with financially sound and shall cause each of its Subsidiaries to, insure its properties and assets reputable insurers insurance with respect to the Collateral against loss or damage and all other insurance of the kinds and in the amounts customarily insured against or carried by fire corporations of established reputation engaged in the same or similar businesses and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-similarly situated. Said policies of insurance shall be satisfactory to the extent customaryAgent as to form, all amount and insurer. The Loan Parties shall furnish certificates, policies or endorsements to the Agent as reasonably determined by the Administrative Agent. At the request Agent shall require as proof of the Administrative Agentsuch insurance, and, if the Loan Parties shall deliver fail to do so, the Administrative Agent and each of is authorized, but not required, to obtain such insurance at the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each expense of the Loan Parties. Such All policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable provide for at least thirty (30) days prior written notice to the Administrative Agent of any cancellation or reduction of coverage and that the Agent may act as attorney for the Loan Parties in its discretionobtaining, and at any time a Default or an Event of Default exists or has occurred and is continuing, adjusting, settling, amending and canceling such insurance. The applicable Loan Parties shall notify cause the Administrative Agent promptly to be named as a loss payee and an additional insured with respect to the Collateral (without any liability for any premiums) under such insurance policies and the Loan Parties shall obtain non-contributory lender’s loss payable endorsements to all insurance policies in form and substance satisfactory to the Agent. Such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall be payable to the Agent as its interests may appear and further specify that the Agent shall be paid regardless of any occurrence causing act or omission by a material loss Loan Party or decline in value any of its Affiliates. At its option, the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies Agent may apply any insurance proceeds received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent any time to the cost of repairs or replacement of Collateral and/or to payment of the Obligations Obligations, whether or not then due, in accordance with any order and in such manner as such the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at Agent may determine or hold such time proceeds as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent cash collateral for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedObligations.

Maintenance of Insurance. Each Loan Party shall(a) Maintain insurance with respect to the Collateral, covering casualty, hazard, theft, malicious mischief, flood and shall cause each of its Subsidiaries toother risks, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including firein amounts, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, with endorsements and with reputable and financially sound insurersinsurers (with a Best’s Financial Strength Rating of at least A+, including self-insurance to the extent customary, all as reasonably determined unless otherwise approved by the Administrative Agent. At , at the request direction of the Required Lenders, in their discretion) satisfactory to the Administrative Agent, at the Loan Parties direction of the Required Lenders. All proceeds under each policy covering Collateral shall be payable to the Administrative Agent as a lender loss payee. From time to time upon request, the Borrower shall deliver to the Administrative Agent and each the originals or certified copies of its insurance policies. Unless the Administrative Agent, at the direction of the Lenders Required Lenders, shall agree otherwise, each policy shall include satisfactory endorsements that (xi) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Partiesprovide for not less than 30 days’ independent insurance broker describing and certifying as prior notice to the existence Administrative Agent of termination, lapse or cancellation of such insurance (ii) with respect to insurance covering Collateral, name the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificateAdministrative Agent as loss payee, and (yiii) from time specify that the interest of the Administrative Agent shall not be impaired or invalidated by any act or negligence of any Loan Party or the owner of the property, nor by the occupation of the premises for purposes more hazardous than are permitted by the policy. If the Borrower fails to time a summary schedule indicating provide and pay for any insurance, the Administrative Agent may, at its option, but shall not be required to, procure the insurance and charge the Borrower therefor. The Borrower agrees to deliver to the Administrative Agent, promptly as rendered, copies of all reports made to insurance then companies. While no Event of Default exists, the Loan Parties may settle, adjust or compromise any insurance claim, as long as the proceeds are delivered to the Administrative Agent. If an Event of Default exists, only the Administrative Agent shall be authorized to settle, adjust and compromise such claims; and (b) in force addition to the insurance required under clause (a) with respect to each Collateral, maintain insurance with insurers (with a Best’s Financial Strength Rating of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are at least A+, unless otherwise in form acceptable to approved by the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of satisfactory to the Administrative Agent, (i) in at the case direction of property insurance proceeds received during the existence of an Event of DefaultRequired Lenders, be applied by the Administrative Agent with respect to the payment properties and business of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, of such type (including product liability, workers’ compensation, larceny, embezzlement, or other criminal misappropriation insurance), in such amounts, and (iii) for losses equal to or greater than One Hundred Thousand with such coverages and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms deductibles as are deemed appropriate by at the Administrative Agent time of placing such insurance customary for the repair, restoration and/or replacement of Collateral companies similarly situated and other property in respect of which such proceeds were receivedare available at commercially reasonable rates.

Maintenance of Insurance. Each (a) Maintain with financially sound and reputable insurance companies not Affiliates or Related Parties of the Loan Party shallParties, and shall cause each of its Subsidiaries to, insure insurance with respect to its properties and assets business against loss or damage of the kinds customarily insured against by fire Persons engaged in the same or similar business and operating in the same or similar locations or as is required by applicable Law, of such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability types and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in customarily carried under similar circumstances carrying on similar businesses, by such other Persons and with reputable and financially sound insurers, including self-insurance as are reasonably acceptable to the extent customary, all as reasonably determined by the Administrative Agent. At (b) Cause fire and extended coverage policies maintained with respect to any Collateral to be endorsed or otherwise amended to include (i) a non-contributing mortgage clause (regarding improvements to Real Estate) and lenders’ loss payable clause (regarding personal property), in form and substance satisfactory to the request of the Administrative Agent, which endorsements or amendments shall provide that the insurer shall pay all proceeds otherwise payable to the Loan Parties shall deliver under the policies directly to the Administrative Agent and each Agent, (ii) a provision to the effect that none of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to , Credit Parties or any other Person shall be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, co-insurer and (yiii) such other provisions as the Agent may reasonably require from time to time to protect the interests of the Credit Parties. (c) Cause commercial general liability policies to be endorsed to name the Agent as an additional insured. (d) Cause business interruption policies to name the Agent as a summary schedule indicating loss payee and to be endorsed or amended to include (i) a provision that, from and after the Closing Date, the insurer shall pay all insurance proceeds otherwise payable to the Loan Parties under the policies directly to the Agent (and unless a Cash Dominion Event then in force with respect exists and is continuing, or the proceeds are otherwise required to each be applied to the Obligations and Other Liabilities hereunder, such proceeds shall be remitted by Agent after receipt of immediately available funds to the Deposit Account of Lead Borrower used for the receipt of proceeds of Loans), (ii) a provision to the effect that none of the Loan Parties. Such policies of insurance , the Agent, the Agent or any other party shall contain special endorsements which include be a co-insurer and (iii) such other provisions as the provisions specified below or are otherwise in form acceptable Agent may reasonably require from time to time to protect the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value interests of the Collateral and the estimated Credit Parties. (e) Cause each such policy referred to in this Section 6.07 to also provide that it shall not be canceled, modified or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, not renewed (i) in the case by reason of property insurance proceeds received during the existence nonpayment of an Event of Default, be applied premium except upon not less than ten (10) days’ prior written notice thereof by the Administrative insurer to the Agent (giving the Agent the right to cure defaults in the payment of the Obligations in accordance with the terms of the Credit Agreement, premiums) or (ii) for losses of any other reason except upon not less than One Hundred Thousand and 00/100 Dollars thirty ($100,000.0030) received at such time as no Event of Default or Potential Default exists, be disbursed days’ prior written notice thereof by the Administrative Agent insurer to the applicable Loan Parties, and Agent. (iiif) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent Deliver to the applicable Loan Parties on Agent, prior to the cancellation, modification or non-renewal of any such terms as are deemed appropriate by policy of insurance, a copy of a renewal or replacement policy (or other evidence of renewal of a policy previously delivered to the Administrative Agent, including an insurance binder) together with evidence satisfactory to the Agent for of payment of the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedpremium therefor.

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) 'and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary. All such insurance shall (i) provide that no cancellation, all material reduction in amount or material change in coverage thereof shall be effective until at least 30 days after receipt by the Administrative Agent of written notice thereof, (ii) name the Administrative Agent as insured party or loss payee, (iii) if reasonably determined requested by the Administrative Agent. At , include a breach of warranty clause, (iv) provide, except in the request case of general or public liability insurance and workmen's compensation insurance, that all insurance proceeds for losses of less than $15,000,000 shall be adjusted with and payable to the applicable Loan Parties and that all insurance proceeds for losses of $15,000,000 or more shall be adjusted with and payable to the Administrative Agent, and (v) be otherwise customary in the business in which the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Partiesare engaged. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. 'The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, IF AN EVENT OF DEFAULT HAS OCCURRED AND IS - 62 - CONTINUING, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations Loans in accordance with such manner as the terms of the Credit AgreementAdministrative Agent may reasonably determine, or (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.

Maintenance of Insurance. Each Loan Party shallMaintain in all material respects in full force and effect, with insurance companies that the Borrower believes (in the good faith judgment of the management of the Borrower) are financially sound and shall cause each responsible at the time the relevant coverage is placed or renewed, insurance in at least such amounts (after giving effect to any self-insurance which the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and prudent in light of the size and nature of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurancebusiness) and against other at least such risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurerssuch risk retentions) as are usually insured against in the same general area by companies engaged in businesses similar to those engaged by the Borrower Parties (for the avoidance of doubt, including self-such coverage shall not include flood insurance except to the extent customaryrequired by applicable law). Subject to Section 6.15, the Borrower shall use commercially reasonable efforts to ensure that at all times the Collateral Agent, for the benefit of the Secured Parties, shall be named as reasonably determined an additional insured with respect to liability policies (other than directors and officers policies and workers compensation) maintained by the Administrative Borrower and each Subsidiary Guarantor and the Collateral Agent. At , for the request benefit of the Administrative AgentSecured Parties, shall be named as loss payee and mortgagee with respect to the property insurance maintained by the Borrower and each Subsidiary Guarantor; provided that, unless an Event of Default shall have occurred and be continuing, (A) all proceeds from insurance policies shall be paid to the Borrower or applicable Subsidiary Guarantor, (B) to the extent the Collateral Agent receives any proceeds, the Loan Parties Collateral Agent shall deliver turn over to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter Borrower any amounts received by it as an original certificate of additional insured or loss payee under any property insurance signed maintained by the Loan Parties’ independent insurance broker describing Borrower and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificateits Subsidiaries, and (yC) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and Agent agrees that the estimated (Borrower and/or its Subsidiaries shall have the sole right to adjust or actual, if available) amount of settle any claims under such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance.

Maintenance of Insurance. Each Loan Party shallThe Seller shall continue to maintain, for Seller and its Subsidiaries, with responsible companies, at its own expense, the Required Insurance Policy, in each case, in a form acceptable to Buyer, with broad coverage on all officers, employees or other persons (if applicable, including, without limitation, employees or other person of the Manager or the General Partner who act on behalf of Seller in handling funds, money, documents or papers relating to the Purchased Assets) (“Seller Employees”) acting in any capacity requiring such persons to handle funds, money, documents or papers relating to the Purchased Assets, with respect to any claims made in connection with all or any portion of the Purchased Assets. Any such Required Insurance Policy shall protect and insure the Seller against losses, including forgery, theft, embezzlement, fraud, errors and omissions and negligent acts of such Seller Employees, and such policies also shall cause each protect and insure the Seller against losses in connection with the release or satisfaction of a Purchased Mortgage Loan without having obtained payment in full of the indebtedness secured thereby. No provision of this Section 13(e) requiring such Required Insurance Policy shall diminish or relieve the Seller from its Subsidiaries to, insure its properties duties and assets against loss or damage by fire and obligations as set forth in this Agreement. The minimum coverage under any such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance Required Insurance Policy shall be at least equal to the extent customary, all Required Insurance Amount as reasonably determined by set forth on the Administrative AgentAddendum. At Upon the request of the Administrative AgentBuyer, the Loan Parties Seller shall deliver cause to be delivered to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original Buyer a certificate of insurance signed by for such Required Insurance Policy, which shall not have an expiration date that is less than thirty (30) days after the Loan Parties’ independent insurance broker describing and certifying as to the existence date of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, . Seller shall name Buyer as a loss payee under any applicable Fidelity Insurance Policy and (y) from time to time as a summary schedule indicating all insurance then in force direct loss payee with respect to each right of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below action under any applicable Errors and Omissions Insurance Policy or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedProfessional Liability Insurance Policy.

Maintenance of Insurance. Each Loan Party shallSubject to the provisions below with respect to DEIL's insurance, and each Borrower shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ ' compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent according to industry practices for companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Collateral Agent. At the request of the Administrative Collateral Agent, the Loan Parties Borrowers shall deliver to the Administrative Collateral Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ Borrowers' independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, certificate and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan PartiesBorrowers. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise endorsements, in form and substance acceptable to the Administrative Collateral Agent, which shall (i) specify the Agent and the Collateral Agent, for the benefit of the Agent, Collateral Agent and the Lenders, as an additional insured, mortgagee and lender loss payee as its interests may appear, with the understanding that any obligation imposed upon the insured (including the liability to pay premiums) shall be the sole obligation of the Borrowers and not that of the insured, (ii) provide that the interest of the Agent and the Collateral Agent, for the benefit of the Agent, Collateral Agent and the Lenders, shall be insured regardless of any breach or violation by the applicable Borrowers of any warranties, declarations or conditions contained in its discretionsuch policies or any action or inaction of the Borrowers or others insured under such policies, (iii) provide a waiver of any right of the insurers to set off or counterclaim or any other deduction, whether by attachment or otherwise, (iv) provide that any and all rights of subrogation which the insurers may have or acquire shall be, at all times and in all respects, junior and subordinate to the prior payment in full of the Indebtedness hereunder and that no insurer shall exercise or assert any right of subrogation until such time as the Indebtedness hereunder has been paid in full and the Revolving Credit Commitments have terminated, (v) provide, except in the case of public liability insurance and workmen's compensation insurance, that all insurance proceeds for losses of less than $25,000.00, in the aggregate shall, so long as no Potential Default or Event of Default has occurred, be adjusted with and payable to the Borrowers and that all insurance proceeds for losses of $25,000.00 or more, in the aggregate shall be adjusted with and payable to the Collateral Agent, (vi) include effective waivers by the insurer of all claims for insurance premiums against the Agent and Collateral Agent, (vii) provide that no cancellation of such policies for any reason (including non-payment of premium) nor any change therein shall be effective until at least thirty (30) days after receipt by the Collateral Agent of written notice of such cancellation or change, (viii) be primary without right of contribution of any other insurance carried by or on behalf of any additional insureds with respect to their respective interests in the Collateral, and (ix) provide that inasmuch as the policy covers more than one insured, all terms, conditions, insuring agreements and endorsements (except limits of liability) shall operate as if there were a separate policy covering each insured. The applicable Loan Parties Borrowers shall notify the Administrative Collateral Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Collateral Agent constituting insurance proceeds or condemnation proceeds may, at the option of the Administrative AgentRequired Lenders, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Collateral Agent to the payment of the Obligations Loans in accordance with such manner as the terms of the Credit AgreementRequired Lenders may reasonably determine, or (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties Borrowers on such terms as are deemed appropriate by the Administrative Agent Required Lenders for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received, provided that, so long as no Potential Default or Event of Default has occurred, proceeds up to $25,000.00 may, at the Borrower's election, be used for the repair, restoration and/or replacement of property in respect of which such proceeds were received. Notwithstanding the preceding paragraph, DEIL shall have until September 1, 1998, to fully comply with all of the insurance requirements set forth herein and in the Security Documents, provided that, until DEIL is in full compliance with such insurance requirements, DEIL shall keep in full force and effect its agreements with Windmere and DEML relating to the insuring of DEIL's plant, equipment and Inventoxx xnd shall cause DEML and/or Windmere, as appropriate, to immediately pay over to the Xxxnt, any and all insurance proceeds received by DEML or Windmere arising from DEIL's plant, equipment and Inventory.

Maintenance of Insurance. Each Loan Party The Company shall, and shall cause each of its Subsidiaries to, insure (a) carry and maintain in full force and effect, at the expense of the Company or such Subsidiary, as applicable, and with financially sound and reputable insurance companies that are not Affiliates of the Company, insurance with respect to its properties and assets business against loss or damage of the kinds customarily insured against by fire Persons engaged in the same or similar business and of such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability types and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured customarily carried under similarly circumstances by prudent companies in similar circumstances carrying on similar businessessuch other Persons, and with reputable and financially sound insurers, including self-insurance (b) furnish to the extent customaryCollateral Agent, all as reasonably determined by upon reasonable request from the Administrative Agent. At Collateral Agent (acting at the request direction of the Administrative AgentPrincipal Purchaser), the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying information presented in reasonable detail as to the existence insurance so carried, including copies of all such insurance policies, and (c) use commercially reasonable efforts to ensure, or cause others to ensure, that all such insurance policies required by this Section 7.3 provide that they shall not be terminated, cancelled or materially changed in a manner adverse to the insured Person without at least thirty (30) days’ (or ten (10) days’ for nonpayment of premium) prior written notice to the Company or its Subsidiary, as applicable, and the Collateral Agent. Subject to Section 7.23, the loss payable clauses or provisions in such insurance policies shall be endorsed in favor of and made payable to the Collateral Agent as its interests may appear and such policies shall name the Collateral Agent as “additional insured” or “lender loss payee”, as applicable. Receipt of notice of cancellation or modification of any such insurance policies or reduction of coverage or amounts thereunder shall entitle the Collateral Agent (acting at the direction of the insurance on Principal Purchaser) to renew any such policies, cause the Collateral required coverage and amounts thereof to be maintained by at levels required pursuant to the first sentence of this Agreement and Section 7.3 or otherwise to obtain similar insurance in place of such policies, in each case at the other Loan Documents, together with a copy expense of the endorsement described in the next sentence attached to such certificate, and Company (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties payable on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receiveddemand).

Maintenance of Insurance. |5.7.1. Each Loan Party Borrower shall, and shall cause each of its Subsidiaries to, insure its properties maintain with financially sound and assets reputable insurance companies insurance in at least such amounts, of such character and against at least such risks as is usually maintained by companies of established repute engaged in the same or a similar business in the same general area. All liability insurance policies shall name the Agent as a loss payee. Each insurance policy covering Collateral shall include endorsements or stipulations providing that coverages will not be canceled or diminished without at least 10 days' prior written notice to the Agent and further providing, if available on commercially reasonable terms, that coverage in favor of the Agent will not be impaired in any way by any act, omission or default of the Borrower or any other Person. In connection with all policies of insurance covering Collateral, the Borrower will provide the Agent with such loss payable or other endorsements as the Agent may reasonably require. In addition to any requirements under the Collateral Documents, (a) all property loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force policies with respect to each any assets of any Borrower or any Consolidated Subsidiary shall contain lender's loss payable endorsements in favor of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise Agent in form acceptable and substance satisfactory to the Administrative Agent in its discretion. The applicable Loan Parties it, which shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting provide that all insurance proceeds may, at the option of the Administrative Agent, (i) in excess of $500,000 or (ii) payable after the case of property insurance proceeds insurer has received during written notice from the existence of Agent that an Event of DefaultDefault then exists (until a contrary notice is received), shall be applied payable directly to the Agent, (b) all insurance policies shall (i) provide that no cancellation, reduction in amount or material adverse change in coverage thereof shall be effective until at least 30 days after receipt by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreementwritten notice thereof, (ii) for losses insure the interests of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event the Lender Parties regardless of Default any breach of or Potential Default exists, be disbursed violation by the Administrative Borrower or any other Person of any warranties, declarations or conditions contained therein, (iii) provide that the Lender Parties shall have no obligation or liability for premiums, commissions, assessments or calls in connection with such insurance or in connection with any representation or warranty made by the Borrower or any Consolidated Subsidiary thereof in connection with obtaining of such insurance, (c) all business interruption and extra expense insurance shall name the Agent to the applicable Loan Partiesas a loss payee, and (iiid) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at all applicable insurance policies shall contain such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms other provisions as are deemed appropriate by required under the Administrative Agent for the repair, restoration and/or replacement of relevant Collateral and other property in respect of which such proceeds were receivedDocuments.

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ ' compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders Banks (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ ' independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, certificate and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise endorsements, in form and substance acceptable to the Administrative Agent, which shall (i) specify the Agent as an additional insured, and lender loss payee as its interests may appear, with the understanding that any obligation imposed upon the insured (including the liability to pay premiums) shall be the sole obligation of the applicable Loan Parties and not that of the Agent or the Banks, (ii) provide that the interest of the Banks shall be insured regardless of any breach or violation by the applicable Loan Parties of any warranties, declarations or conditions contained in its discretionsuch policies or any action or inaction of the applicable Loan Parties or others insured under such policies, (iii) provide a waiver of any right of the insurers to set off or counterclaim or any other deduction, whether by attachment or otherwise, (iv) provide that any and all rights of subrogation which the insurers may have or acquire shall be, at all times and in all respects, junior and subordinate to the prior payment in full of the Indebtedness hereunder and that no insurer shall exercise or assert any right of subrogation until such time as the Indebtedness hereunder has been paid in full and the Commitments have terminated, (v) provide, except in the case of public liability insurance and workmen's compensation insurance, that all insurance proceeds for losses of less than $500,000 shall be adjusted with and payable to the applicable Loan Parties and that all insurance proceeds for losses of $500,000 or more shall be adjusted with and payable to the Agent, (vi) include effective waivers by the insurer of all claims for insurance premiums against the Agent, (vii) provide that no cancellation of such policies for any reason nor any change therein shall be effective until at least thirty (30) days after receipt by the Agent of written notice of such cancellation or change or ten (10) days in respect of non-payment of premium, (viii) be primary without right of contribution of any other insurance carried by or on behalf of any additional insureds with respect to their respective interests in the Collateral, and (ix) provide that inasmuch as the policy covers more than one insured, all terms, conditions, insuring agreements and endorsements (except limits of liability) shall operate as if there were a separate policy covering each insured. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.

Maintenance of Insurance. Each Loan Party shall, Maintain at all times with financially sound and shall cause each of its Subsidiaries to, insure its properties and assets reputable insurers insurance with respect to the Collateral against loss or damage and all other insurance of the kinds and in the amounts customarily insured against or carried by fire corporations of established reputation engaged in the same or similar businesses and similarly situated, and such other insurable hazards insurance as may be required by applicable Law. Said policies of insurance shall be reasonably satisfactory to Administrative Agent as to form, amount and insurer. The Lead Borrower shall furnish certificates, policies or endorsements to Administrative Agent as Administrative Agent shall reasonably require as proof of such assets are commonly insurance, and, in the event that the Loan Parties at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or in part relating thereto, the Administrative Agent may, without waiving or releasing any obligation or liability of the Loan Parties hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Administrative Agent deems advisable, at the expense of Borrowers. All policies shall provide for at least thirty (30) days prior written notice to Administrative Agent of any cancellation or reduction of coverage and that Administrative Agent may act as attorney for each Borrower and Guarantor in obtaining, and at any time an Event of Default exists or has occurred and is continuing, adjusting, settling, amending and canceling such insurance. Borrowers and Guarantors shall cause Administrative Agent to be named as a loss payee and an additional insured (including firebut without any liability for any premiums) under such insurance policies and Borrowers and Guarantors shall obtain non-contributory lender’s loss payable endorsements to all insurance policies in form and substance satisfactory to Administrative Agent. Such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall be payable to Administrative Agent as its interests may appear and further specify that Administrative Agent and Lenders shall be paid regardless of any act or omission by any Borrower, extended coverageGuarantor or any of its or their Affiliates. Without limiting any other rights of Administrative Agent or Lenders, property damageany insurance proceeds received by Administrative Agent at any time may, workers’ compensationsubject to the terms of the Term Loan Intercreditor Agreement, public liability be applied to payment of the Obligations (subject to the terms of the Term Loan Intercreditor Agreement), whether or not then due, in any order and business interruption insurance) and against other risks (including errors and omissions) in such amounts manner as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance Administrative Agent may determine. Upon application of such proceeds to the extent customaryLoans, Loans may be available subject and pursuant to the terms hereof to be used for the costs of repair or replacement of the Collateral lost or damages resulting in the payment of such insurance proceeds. Each Loan Party hereby irrevocably makes, constitutes and appoints the Administrative Agent (and all as reasonably determined officers, employees or agents designated by the Administrative Agent. At ) as such Loan Party’s true and lawful agent (and attorney-in-fact), exercisable only after the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent occurrence and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence continuance of an Event of Default, be applied by for the Administrative Agent to the payment purpose of making, settling and adjusting claims in respect of the Obligations in accordance Collateral under policies of insurance, endorsing the name of such Loan Party on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be respect thereto. All sums disbursed by the Administrative Agent in connection with this Section 6.07, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Loan Parties to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedshall be additional Obligations secured hereby.

Maintenance of Insurance. Each Loan Borrower and each other Credit Party shall, and shall cause each maintain at all times insurance on all of its Subsidiaries to, insure its their respective properties and assets against loss or damage by fire covering the repair and full replacement costs of all such other insurable hazards as such assets are commonly insured property on an all risk basis (including firethe perils of wind/hail, extended coveragestorms, property damageincluding named storms, workers’ compensationflood and earthquake, public as applicable) and coverage for business interruption and professional liability, comprehensive general liability and business interruption insurance) excess liability/umbrella insurance with financially sound and against other risks (including errors and omissions) reputable insurance companies, in such reasonable amounts including deductibles and covering such insurable risks as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance at all times reasonably satisfactory to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of with respect to coverage limits, the Lenders (x) limits and coverages as in effect on the Closing Date (the “Required Insurance”). All policies relating to Required Insurance are to be in form and annually thereafter detail and contain such other provisions as Administrative Agent reasonably may require to fully protect Administrative Agent’s and Lenders’ interest in the Collateral and to any payments to be made under such policies. All professional and general liability insurance policies, including umbrella/excess policies, relating to Required Insurance shall name Administrative Agent, on behalf of itself and the Lenders, as an original certificate “additional insured,” including a separation of insureds clause and all property insurance signed by policies relating to Required Insurance shall name Administrative Agent, on behalf of itself and the Loan Parties’ independent insurance broker describing Lenders, as lender’s loss payee. Each loss payable endorsement in favor of Administrative Agent, on behalf of itself and certifying as the Lenders, shall provide (x) for not less than thirty (30) days prior written notice to the existence Administrative Agent of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy exercise of the endorsement described in the next sentence attached to such certificate, any right of cancellation or material alteration and (y) from time that Administrative Agent’s, on behalf of itself and the Lenders, right to time a summary schedule indicating all payment under any property insurance then in force with respect to each policy will not be invalidated by any act or neglect of, or any breach of the Loan Partieswarranty or condition by, Borrowers (or any of them) or any other party. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretionshall not be responsible for premiums, warranties or representations to insurance companies. The applicable Loan Parties If an Event of Default shall notify the have occurred and remain outstanding, Administrative Agent promptly shall have the sole right, in the name of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, on behalf of itself and the Lenders, or Borrowers (i) or any of them), to file claims under any insurance policies, to receive, receipt and give acquittances 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. In the event any Borrower or any other Credit Party fails to provide Administrative Agent with evidence of the Required Insurance in the case of property insurance proceeds received during the existence of an Event of Defaultmanner set forth in this Section 5.4, be applied by the Administrative Agent (for the benefit of itself and the Lenders) may, following three (3) days’ written notice to Borrower Representative, purchase insurance at Borrowers’ expense to protect Administrative Agent’s and the Lenders’ interests in the Collateral. The insurance purchased by Administrative Agent (for the benefit of itself and the Lenders) may, but need not, protect Borrowers’ interests in the Collateral, and therefor such insurance may not pay any claim that any Borrower may make or any claim that is made against any Borrower in connection with the Collateral. Borrowers may later request that Administrative Agent cancel any insurance purchased by Administrative Agent, but only after providing Administrative Agent with satisfactory evidence that Borrowers have the Required Insurance. If Administrative Agent purchases insurance covering all or any portion of the Collateral, Borrowers shall be responsible for the costs of such insurance, including interest (at the applicable rate set forth hereunder for Revolving Loans) and other charges accruing on the purchase price thereof, until the effective date of the cancellation or the expiration of the insurance, and Administrative Agent may add all of such costs, interest and other charges to the payment Obligations. The costs of the Obligations in accordance with the terms premiums of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed any insurance purchased by the Administrative Agent may exceed the costs of insurance that Borrowers may be able to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties purchase on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedtheir own.

Maintenance of Insurance. Each Loan Party shall(a) Maintain insurance with respect to the Collateral, covering casualty, hazard, theft, malicious mischief, flood and shall cause each of its Subsidiaries toother risks, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including firein amounts, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, with endorsements and with reputable and financially sound insurersinsurers (with a Best’s Financial Strength Rating of at least A+, including self-insurance unless otherwise approved by the Required Lenders in their discretion) satisfactory to the extent customary, all as reasonably determined by Required Lenders. All proceeds under each policy covering Collateral shall be payable to the Administrative AgentAgent as a lender loss payee/mortgagee. At the request of the Administrative AgentFrom time to time upon request, the Loan Parties Borrower shall deliver to the Administrative Agent and each the originals or certified copies of its insurance policies. Unless the Administrative Agent (at the direction of the Lenders Required Lenders) shall agree otherwise, each policy shall include satisfactory endorsements that (xi) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable provide for not less than 30 days prior notice to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss termination, lapse or decline in value of the Collateral and the estimated (or actual, if available) amount cancellation of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreementinsurance, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default existswith respect to insurance covering Collateral, be disbursed by name the Administrative Agent to the applicable Loan Partiesas loss payee/mortgagee and additional insured, and (iii) specify that the interest of the Administrative Agent shall not be impaired or invalidated by any act or negligence of any Loan Party or the owner of the property, nor by the occupation of the premises for losses equal purposes more hazardous than are permitted by the policy. If the Borrower fails to or greater than One Hundred Thousand provide and 00/100 Dollars ($100,000.00) received pay for any insurance, the Administrative Agent may, at such time its option, but shall not be required to, procure the insurance and charge the Borrower therefor. The Borrower agrees to deliver to the Administrative Agent, promptly as rendered, copies of all reports made to insurance companies. While no Event of Default exists, the Loan Parties may settle, adjust or Potential compromise any insurance claim, as long as the proceeds are delivered to the Administrative Agent. If an Event of Default exists, be disbursed by only the Administrative Agent (at the direction of the Required Lenders) shall be authorized to the applicable Loan Parties on settle, adjust and compromise such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedclaims.

Maintenance of Insurance. Each Loan Party shall(a) Maintain insurance with respect to the Collateral, covering casualty, hazard, theft, malicious mischief, flood and shall cause each of its Subsidiaries toother risks, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including firein amounts, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, with endorsements and with reputable and financially sound insurersinsurers (with a Best’s Financial Strength Rating of at least A+, including self-insurance to the extent customary, all as reasonably determined unless otherwise approved by the Administrative Agent. At , at the request direction of the Required Lenders, in their discretion) satisfactory to the Administrative Agent, at the Loan Parties direction of the Required Lenders. All proceeds under each policy covering Collateral shall be payable to the Administrative Agent as a lender loss payee. From time to time upon request, the Borrower shall deliver to the Administrative Agent and each the originals or certified copies of its insurance policies. Unless the Administrative Agent, at the direction of the Lenders Required Lenders, shall agree otherwise, each policy shall include satisfactory endorsements that (xi) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Partiesprovide for not less than 30 days’ independent insurance broker describing and certifying as prior notice to the existence Administrative Agent of termination, lapse or cancellation of such insurance, (ii) with respect to insurance covering Collateral, name the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificateAdministrative Agent as loss payee, and (yiii) from time specify that the interest of the Administrative Agent shall not be impaired or invalidated by any act or negligence of any Loan Party or the owner of the property, nor by the occupation of the premises for purposes more hazardous than are permitted by the policy. If the Borrower fails to time a summary schedule indicating provide and pay for any insurance, the Administrative Agent may, at its option, but shall not be required to, procure the insurance and charge the Borrower therefor. The Borrower agrees to deliver to the Administrative Agent, promptly as rendered, copies of all reports made to insurance then companies. While no Event of Default exists, the Loan Parties may settle, adjust or compromise any insurance claim, as long as the proceeds are delivered to the Administrative Agent. If an Event of Default exists, subject to the Intercreditor Agreement, only the Administrative Agent shall be authorized to settle, adjust and compromise such claims; and (b) in force addition to the insurance required under clause (a) with respect to each Collateral, maintain insurance with insurers (with a Best’s Financial Strength Rating of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are at least A+, unless otherwise in form acceptable to approved by the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of satisfactory to the Administrative Agent, (i) in at the case direction of property insurance proceeds received during the existence of an Event of DefaultRequired Lenders, be applied by the Administrative Agent with respect to the payment properties and business of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, of such type (including product liability, workers’ compensation, larceny, embezzlement, or other criminal misappropriation insurance), in such amounts, and (iii) for losses equal to or greater than One Hundred Thousand with such coverages and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms deductibles as are deemed appropriate by at the Administrative Agent time of placing such insurance customary for the repair, restoration and/or replacement of Collateral companies similarly situated and other property in respect of which such proceeds were receivedare available at commercially reasonable rates.

Maintenance of Insurance. Each Loan Party shall, and shall cause each Maintain with insurance companies that the Lead Administrative Borrower believes (in the good faith judgment of its Subsidiaries tomanagement) are financially sound and reputable at the time the relevant coverage is placed or renewed, insure its insurance with respect to the properties and assets business of the Loan Parties and their Restricted Subsidiaries against loss or damage of the kinds customarily insured against by fire Persons engaged in the same or similar business, of such types and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including (after giving effect to any self-insurance reasonable and customary for similarly situated Persons engaged in the same or similar businesses as the Loan Parties and their Restricted Subsidiaries) as are customarily carried under similar circumstances by such other Persons, and will furnish to the Lenders, upon written request from the Administrative Agent, information presented in reasonable detail as to the insurance so carried. Each such policy of insurance shall, as appropriate and to the extent customarycustomary with respect to jurisdictions outside the United States, all (a) name the Collateral Agent, on behalf of the Secured Parties, as an additional insured thereunder as its interests may appear, (b) to the extent available from the relevant insurance carrier, in the case of each casualty insurance policy, contain a lender’s loss payable clause or endorsement reasonably determined acceptable to the Collateral Agent that names the Collateral Agent, on behalf of the Secured Parties as the lender’s loss payee thereunder and (c) to the extent available from the relevant insurance carrier, in the case of each liability or casualty insurance policy, contain an endorsement providing that such policy shall not be canceled or not renewed (i) by reason of nonpayment of premium except upon not less than ten (10) days’ prior written notice thereof by the insurer to the Administrative Agent (giving the Administrative Agent the right to cure defaults in the payment of premiums) or (ii) for any other reason except upon not less than thirty (30) days’ prior written notice thereof by the insurer to the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.SECTION 8.6

Maintenance of Insurance. (a) Each Loan Party shall, and shall cause each of its Restricted Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, insurers having a financial strength rating of at least A- by A.M. Best Company (or otherwise reasonably satisfactory to the Administrative Agent) and including self-insurance to the extent customarycustomary (but not with respect to insurance on Collateral included in any portion of the Borrowing Base, Material Real Property or Material Intellectual Property), all as reasonably determined acceptable by the Administrative AgentAgent and as may be required pursuant to the terms of the Collateral Documents. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original a certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy (y) copies of the endorsement endorsements described in the next sentence two (2) sentences attached to such certificate, and (yz) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such All insurance policies required in this clause shall name the Administrative Agent (for the benefit of the Administrative Agent and the Secured Parties) as an additional insured, as applicable, and with respect to casualty policies covering Collateral, as mortgagee or as lender loss payee, as applicable, and shall contain lender loss payable clauses or mortgagee clauses, as applicable, through endorsements in form and substance reasonably satisfactory to the Administrative Agent. Additionally, such policies of insurance shall contain special endorsements which include provide that it shall not be canceled, modified or not renewed (i) by reason of nonpayment of premium except upon not less than ten (10) days’ prior written notice thereof by the provisions specified below or are otherwise in form acceptable insurer to the Administrative Agent in its discretionor (ii) for any other reason except upon not less than thirty (30) days’ prior written notice thereof by the insurer to the Administrative Agent. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any Subject in all cases to the provisions of this Agreement (including, without limitation, Section 5.12), any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit this Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.

Maintenance of Insurance. Each Loan Party shall, (a) Maintain in full force and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured effect insurance (including fireworker’s compensation insurance, extended coverageliability insurance, property damage, workers’ compensation, public liability casualty insurance and business interruption insurance) with financially sound and against other risks (including errors and omissions) reputable insurance companies not Affiliates of the Borrowers or any Subsidiary, in such amounts amounts, with such deductibles and covering such risks as are customarily carried by companies engaged in similar businesses and owning similar properties in localities where the applicable Borrower or the applicable Restricted Subsidiary operates; provided that the Borrowers and assets are insured by prudent companies in similar circumstances carrying on similar businesses, their Restricted Subsidiaries may reduce the amount of insurance required to be maintained above to the extent the Borrowers and with reputable and financially sound insurers, including their Restricted Subsidiaries establish a self-insurance program providing insurance coverage in lieu of such insurance. The Collateral Agent shall be named as loss payee or mortgagee, as its interest may appear, and/or additional insured with respect to any such insurance providing coverage in respect of any Collateral, and each provider of any such insurance shall agree, by endorsement upon the extent customary, all as reasonably determined policy or policies issued by the Administrative Agent. At the request of it or by independent instruments furnished to the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on that it will give the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described Agent (i) ten (10) days (in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly case of any occurrence causing a material loss insurance policy provided by Steadfast Insurance Corporation or decline in value of the Collateral American Guarantee and the estimated Liability Insurance Company or any Affiliate thereof) or (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (iii) in the case of property any other insurance proceeds received during policy, thirty (30) days (or ten (10) days in the existence case of an Event cancellation because of Default, non-payment) prior written notice before any such policy or policies shall be applied by the Administrative Agent altered (to the payment extent the relevant insurance carrier, as a matter of policy, provides notices of alterations in its policies to such loss payees or mortgagees, as the Obligations case may be) or canceled. The Borrowers shall maintain flood insurance on all real property constituting Collateral, from such providers, in amounts and on terms in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time Flood Laws or as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent otherwise satisfactory to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedall Lenders.

Maintenance of Insurance. Each Loan Party shallThe Borrower will, and shall will cause each Subsidiary to, at all times maintain in full force and effect, pursuant to self-insurance arrangements or with insurance companies that the Borrower believes (in the good faith judgment of the management of the Borrower) are financially sound and responsible at the time the relevant coverage is placed or renewed, insurance in at least such amounts (after giving effect to any self-insurance which the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and prudent in light of the size and nature of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurancebusiness) and against other at least such risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable such risk retentions) as the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and financially sound insurers, including self-insurance prudent in light of the size and nature of its business; and will furnish to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to upon written request from the Administrative Agent and each (acting at the instruction of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying Required Lenders), information presented in reasonable detail as to the existence of insurance so carried. The Secured Parties shall be the additional insureds on any such liability insurance on the Collateral required to be maintained by this Agreement and the other Loan Documentsas their interests may appear and, together with a copy of the endorsement described in the next sentence attached to such certificateif casualty insurance is obtained, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify be a loss payee under any such casualty insurance; provided that, to the extent that the Administrative Agent promptly of or any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount Lender receives proceeds of such loss or decline. Any monies received by the Administrative Agent constituting casualty insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time so long as no Event of Default or Potential Default existshas occurred and is then continuing, be disbursed by the Administrative Agent or such Lender, as applicable, will deliver such proceeds to the applicable Loan PartiesBorrower to the extent that the Borrower undertakes to apply such proceeds to the reconstruction, and replacement or repair of the property insured thereby. All policies of insurance required by the terms of this Agreement or any Security Document shall provide that each insurer shall endeavor to give at least thirty (iii30) for losses equal days’ prior written notice to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent of any cancellation of such insurance (or at least 10 days’ prior written notice in the case of cancellation of such insurance due to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement non-payment of Collateral and other property in respect of which such proceeds were receivedpremiums).

Maintenance of Insurance. Each (a) Maintain, or cause to be maintained, with the Captive Insurance Subsidiaries or with insurance companies reasonably believed by the Borrower to be financially sound and reputable (none of which are Affiliates of the Loan Party shallParties, and shall cause each of its Subsidiaries to, insure except for the Captive Insurance Subsidiaries) insurance with respect to its properties and assets business against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts amounts, with such deductibles and covering such risks as are customarily carried by Persons engaged in similar businesses and owning similar properties in the same or similar localities where the applicable Loan Party or the applicable Subsidiary operates, including without limitation flood insurance; provided, however, that the Borrower and assets are insured by prudent its Subsidiaries may self-insure to the same extent as other companies engaged in similar circumstances carrying on businesses and owning similar businesses, properties in the same general areas in which the Borrower or such Subsidiary operates and with reputable and financially sound insurers, including self-insurance to the extent customaryconsistent with prudent business practice. The Administrative Agent shall be named as mortgagee with respect to real property insurance policies, loss payee with respect to liability insurance policies and additional insured with respect to all liability policies, in each case as reasonably determined its interest may appear, with respect to any such insurance providing coverage in respect of any material Collateral, and each provider of any such insurance shall agree, by endorsement upon the policy or policies issued by it or by independent instruments furnished to the Administrative Agent, that it will give the Administrative Agent thirty (30) days prior written notice before any such policy or policies shall be altered or canceled. The Captive Insurance Subsidiaries shall not provide insurance or reinsurance coverage for any Person other than the Borrower, the other Loan Parties, Affiliates of Borrower, the other Excluded Subsidiaries, transportation providers or Managed Entities, without the prior written consent of the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.117

Maintenance of Insurance. Each Loan Party shallSuch Grantor will use commercially reasonable efforts to maintain with financially sound and reputable insurance companies (or any Captive Insurance Subsidiary) insurance on, or self-insure, all property of such Grantor material to the business of the Parent Borrower and shall cause each of its Subsidiaries toRestricted Subsidiaries, insure its properties taken as a whole, in at least such amounts and assets against loss or damage by fire and at least such other insurable hazards as such assets are commonly insured risks (but including fire, extended coverage, property damage, workers’ compensation, in any event public liability and business interruption insuranceinterruption) and as are usually insured against other risks (including errors and omissions) in such amounts as the same general area by companies engaged in the same or a similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customarybusiness, all as reasonably determined in good faith by such Grantor or the Administrative AgentParent Borrower. At Such Grantor or the request of Parent Borrower shall furnish to the Administrative Collateral Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying upon written request, information in reasonable detail as to the existence insurance carried and ensure that at all times the Collateral Agent, for the benefit of the insurance on Secured Parties, or the applicable Collateral required to Representative, in accordance with the applicable Intercreditor Agreement, shall be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force named as additional insured with respect to each liability policies and the Collateral Agent, for the benefit of the Loan Secured Parties. Such policies of insurance , or the applicable Collateral Representative, in accordance with the applicable Intercreditor Agreement, shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable be named as loss payee with respect to the Administrative Agent in its discretion. The applicable Loan Parties property insurance maintained by such Grantor with respect to such Grantor’s Collateral; provided that, unless an Event of Default shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral have occurred and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agentbe continuing, (i) in the case of Collateral Agent shall turn over to such Grantor or the Parent Borrower any amounts received by it as loss payee under any property insurance proceeds received during the existence of an Event of Default, be applied maintained by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreementsuch Grantor, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at the Collateral Agent agrees that such time as no Event of Default Grantor shall have the sole right to adjust or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, settle any claims under such insurance and (iii) for losses equal to all proceeds from any settlement of or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property payment in respect of which any Recovery Event shall be paid to the Parent Borrower or such proceeds were receivedGrantor (as applicable).

Maintenance of Insurance. Each Loan Party shall, and (a) The Borrower shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and obtain the insurance coverages specified in this subsection 4.7(a). The insurer issuing any such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance policy shall certify to the extent customary, all as reasonably determined by Bank that (1) losses will be adjusted with the Administrative Agent. At the request approval of the Administrative AgentBank, the Loan Parties shall deliver (2) loss payments will be payable to the Administrative Agent and each Bank, such payments to be applied in the manner set forth in the Mortgage either to the restoration, repair or replacement of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below Improvements or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations Bank Debt, (3) the interests of the Bank shall be insured regardless of any breach or violation by the Borrower of any warranties, declarations or conditions contained in such policy, and (4) if such insurance is canceled or materially changed or if any reinsurance is canceled for any reason whatsoever, such insurer will promptly notify the Bank and such cancellation or change shall not be effective as to the Bank for thirty (30) days after receipt by the Bank of such notice. The Borrower shall deliver to the Bank Acorx Xxxm 27 Evidence of Insurance with respect to such policies on or before the Closing Date, and evidence of each renewal policy in a form acceptable to Bank not less than thirty (30) days prior to the expiration of the original policy or preceding renewal policy (as the case may be); and to deliver to the Bank, upon Bank's request, receipts or other evidence that the premiums thereon have been paid in accordance with the terms of the Credit AgreementPolicy. The insurer or reinsurer for all such policies shall be rated A- IX by A.M. Best, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at or such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent other rating reasonably acceptable to the applicable Loan PartiesBank. The form, content, insurers and (iii) for losses equal to or greater than One Hundred Thousand reinsurers of all insurance policies required under this Agreement and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, the Mortgage shall be disbursed by the Administrative Agent satisfactory to the applicable Loan Parties on such terms as are deemed appropriate by Bank in accordance with the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property standards established in respect of which such proceeds were received.this Section 4.7. Such insurance coverages shall include:

Maintenance of Insurance. Each Loan Party shall, (A) Seller shall (i) maintain or cause to be maintained in full force and shall cause each effect all policies of its Subsidiaries to, insure its properties insurance of any kind with respect to Seller's property and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured business (including policies of life (including "key man" coverage, as applicable), fire, extended coveragetheft, product liability, public liability, property damage, other casualty, employee fidelity, workers’ ' compensation, public liability and business interruption and employee health and welfare insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-and reputable insurance to the extent customary, all companies or associations (in each case that are not affiliates of Seller) of a nature and providing such coverage as reasonably determined is sufficient and as is customarily carried by the Administrative Agent. At the request businesses of the Administrative Agent, the Loan Parties shall deliver size and character of Seller's business and in any event in form and substance reasonably acceptable to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, Buyer and (yii) from time cause all such liability insurance relating to time a summary schedule indicating all insurance then any property or business Seller to name Buyer, as additional insured, as its interest may appear and shall use its commercially reasonable efforts to provide that no cancellation, material addition in force with respect to each of the Loan Parties. Such policies of insurance amount or material change in coverage shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated be effective until after thirty (30) days (or actual, if availableten (10) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) days in the case of property a payment default) notice thereof to Buyer. Buyer shall be entitled, upon reasonable advance notice, to review Seller's insurance proceeds received policies carried and maintained with respect to the Grantors' obligations under this Section 8.1.9. Upon request, Seller shall furnish Buyer with copies of all insurance policies, binders, and cover notes or other evidence of such insurance. Notwithstanding anything to the contrary herein, no provision of this Section 8.1.9 or any provision of this Agreement shall impose on Buyer any duty or obligation to verify the existence or adequacy of the insurance coverage maintained by Seller, nor shall Buyer be responsible for any representations or warranties made by or on behalf of Seller to any insurance broker, company or underwriter. Buyer, at its sole option, may obtain such insurance if not provided by Seller and in such event, Seller shall reimburse Buyer upon demand for the cost thereof together with interest. Seller shall also carry and maintain, should Seller's risk profile change during the existence term of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit this Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such any other insurance that Buyer may reasonably require from time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedtime.

Maintenance of Insurance. Each Loan Party shallMaintain, and shall cause each of its Subsidiaries toto maintain, insure its properties with responsible and assets against loss reputable insurance companies or damage by fire and such other insurable hazards as such assets are commonly insured associations insurance (including fireincluding, extended coveragewithout limitation, property damagecomprehensive general liability, workers’ compensationhazard, public liability rent and business interruption insurance) and against other risks with respect to their properties (including errors all real properties leased or owned by them) and omissions) business, in such amounts and covering such risks, as similar properties and assets are insured is required by prudent any Governmental Authority having jurisdiction with respect thereto or as is carried generally in accordance with sound business practice by companies in similar circumstances carrying on similar businessesbusinesses similarly situated and in any event in amount, adequacy and scope reasonably satisfactory to the Lender. All certificates of insurance are to be delivered with the loss payable and additional insured endorsement in the Lender's favor, and with reputable and financially sound insurers, including self-insurance shall provide for not less than 30 days' prior written notice to the extent customary, all as reasonably determined by the Administrative Agent. At the request Lender of the Administrative Agentexercise of any right of cancellation. If the Borrower or any Guarantor fails to maintain such insurance, the Loan Parties shall deliver to Lender may arrange for such insurance, but at the Administrative Agent Borrower's expense and each of the Lenders (x) without any responsibility on the Closing Date and annually thereafter an original certificate of insurance signed by Lender's part for obtaining the Loan Parties’ independent insurance broker describing and certifying as to insurance, the existence solvency of the insurance on companies, the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy adequacy of the endorsement described in coverage, or the next sentence attached to such certificate, collection of claims. Upon the occurrence and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence continuance of an Event of Default, be applied by the Administrative Agent Lender (or, to the payment of extent that it is the Obligations in accordance with primary loss payee, the Senior Lender, subject to the terms of the Credit Senior Intercreditor Agreement) shall have the sole right, (ii) in the name of the Lender and the Borrower and Guarantors, to file claims under any insurance policies, to receive, receipt and give acquittance for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, any payments that may be disbursed by the Administrative Agent to the applicable Loan Partiespayable thereunder, and (iii) for losses equal to execute any and all endorsements, receipts, releases, assignments, reassignments or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at other documents that may be necessary to effect the collection, compromise or settlement of any claims under any such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedinsurance policies.

Maintenance of Insurance. 7.1.3.1 Each Loan Party shallshall maintain, and shall cause each of its Subsidiaries toto maintain, insure insurance covering its properties and assets against loss or damage by fire and against such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ ' compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders Banks (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ ' independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, certificate and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise endorsements, in form and substance acceptable to the Administrative Agent, which shall (i) specify the Agent as an additional insured, mortgagee and lender loss payee as its interests may appear, with the understanding that any obligation imposed upon the insured (including the liability to pay premiums) shall be the sole obligation of the Loan Parties and not that of the insured, (ii) provide that the interest of the Banks shall be insured regardless of any breach or violation by the Loan Parties of any warranties, declarations or conditions contained in its discretionsuch policies or any action or inaction of the Loan Parties or others insured under such policies, (iii) provide a waiver of any right of the insurers to set off or counterclaim or any other deduction, whether by attachment or otherwise, (iv) provide that any and all rights of subrogation which the insurers may have or acquire shall be, at all times and in all respects, junior and subordinate to the prior payment in full of the Indebtedness hereunder and that no insurer shall exercise or assert any right of subrogation until such time as the Indebtedness hereunder has been paid in full and the Commitments have terminated, (v) provide, except in the case of public liability insurance and worker's compensation insurance, that all insurance proceeds for losses of less than $500,000 shall be adjusted with and payable to the Loan Parties and that all insurance proceeds for losses of $500,000 or more shall be adjusted with and payable to the Agent, (vi) include effective waivers by the insurer of all claims for insurance premiums against the Agent, (vii) provide that no cancellation of such policies for any reason (including non-payment of premium) nor any change therein shall be effective until at least thirty (30) days after receipt by the Agent of written notice of such cancellation or change, (viii) be primary without right of contribution of any other insurance carried by or on behalf of any additional insureds with respect to their respective interests in the Collateral, and (ix) provide that inasmuch as the policy covers more than one insured, all terms, conditions, insuring agreements and endorsements (except limits of liability) shall operate as if there were a separate policy covering each insured. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by Without limiting the Administrative Agent constituting foregoing, the Borrower shall have on the Funding Date, $2,000,000 key-man insurance proceeds may, at the option policies on each of the Administrative Agentlives of XxXxxx and Few, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent which have been collaterally assigned to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent pursuant to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event Collateral Assignment of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedLife Insurance.

Maintenance of Insurance. Each Loan Party shall, and shall cause each Maintain with insurance companies that the Lead Administrative Borrower believes (in the good faith judgment of its Subsidiaries tomanagement) are financially sound and reputable at the time the relevant coverage is placed or renewed, insure its insurance with respect to the properties and assets business of the Loan Parties and their Restricted Subsidiaries against loss or damage of the kinds customarily insured against by fire Persons engaged in the same or similar business, of such types and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including (after giving effect to any self-insurance reasonable and customary for similarly situated Persons engaged in the same or similar businesses as the Loan Parties and their 183 Restricted Subsidiaries) as are customarily carried under similar circumstances by such other Persons, and will furnish to the extent customaryLenders, all as reasonably determined by the Administrative Agent. At the upon written request of from the Administrative Agent, information presented in reasonable detail as to the Loan insurance so carried. Each such policy of insurance shall, as appropriate and to the extent customary with respect to jurisdictions outside the United States, (a) name the Collateral Agent, on behalf of the Secured Parties, as an additional insured thereunder as its interests may appear, (b) to the extent available from the relevant insurance carrier, in the case of each casualty insurance policy, contain a lender’s loss payable clause or endorsement reasonably acceptable to the Collateral Agent that names the Collateral Agent, on behalf of the Secured Parties as the lender’s loss payee thereunder and (c) to the extent available from the relevant insurance carrier, in the case of each liability or casualty insurance policy, contain an endorsement providing that such policy shall deliver not be canceled or not renewed (i) by reason of nonpayment of premium except upon not less than ten (10) days’ prior written notice thereof by the insurer to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to giving the Administrative Agent the right to cure defaults in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, premiums) or (ii) for losses of any other reason except upon not less than One Hundred Thousand and 00/100 Dollars thirty ($100,000.0030) received at such time as no Event of Default or Potential Default exists, be disbursed days’ prior written notice thereof by the Administrative Agent insurer to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedAgent.

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Second Amendment Closing Date and annually thereafter an original a certificate of insurance signed by from the Loan Parties’ independent insurance broker in customary form describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan DocumentsCollateral, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or declineloss. Any Subject to the terms of the Intercreditor Agreements, any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (ia) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit AgreementAgreement along with a corresponding reduction in the Revolving Credit Commitments provided that any such reduction shall be accompanied by the payment in full of any Commitment Fee then accrued on the amount of such reduction, (iib) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) 20,000,000 received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iiic) for losses related to Domestic Collateral (and, to the extent the European Loan has been repaid in full, losses related to Foreign Collateral) equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) 20,000,000 received at such time as no Event of Default or Potential Default exists, as determined by the Administrative Agent in its sole discretion either (1) be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement along with a corresponding reduction in the Revolving Credit Commitments provided that any such reduction shall be accompanied by the payment in full of any Commitment Fee then accrued on the amount of such reduction or (2) be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.

Maintenance of Insurance. Each Loan Party shall, (a) Maintain in full force and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) effect insurance in such amounts as similar properties amounts, covering such risks and assets are insured by prudent companies in similar circumstances carrying on similar businesses, liabilities and with reputable and financially sound insurers, including such deductibles or self-insurance retentions as are in accordance with normal industry practice (it being understood that, to the extent customaryconsistent with prudent business practices of Person carrying on a similar business in a similar location as the Consolidated Parties, all as reasonably determined by the Administrative Agenta program of self-insurance for first or other loss layers may be utilized in an aggregate amount not to exceed $50,000,000). At the request of the Administrative Agent, the Loan Parties shall deliver to the The Administrative Agent and each shall be named as an additional insured as its interests may appear on behalf of the Lenders under all policies with respect to liability insurance (xA) within 30 days following the Closing Date with respect to such policies in effect on the Closing Date and annually thereafter an original certificate of insurance signed by (B) as promptly as practicable following the Loan Parties’ independent insurance broker describing and certifying as to the existence effectiveness of the applicable policies with respect to policies that become effective after the Closing Date. The Collateral Agent, for the benefit of the Lenders, shall be named as a co-loss payee under all policies with respect to property insurance covering any Collateral (x) within 30 days following the Closing Date with respect to such policies in effect on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, Closing Date and (y) from time to time a summary schedule indicating all insurance then in force as promptly as practicable following the effectiveness of the applicable policies with respect to policies that become effective after the Closing Date; provided in each of the Loan Parties. Such policies of insurance shall contain special endorsements which include case that (without limiting the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, Section 2.05): (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time so long as no Event of Default under Sections 9.01(a)(i) or Potential Default exists(g) hereof shall have occurred and be continuing, any proceeds payable under such property insurance shall be disbursed by the Administrative Agent paid directly to the applicable Loan Parties, Borrower and not the Collateral Agent for application permitted under this Agreement and (iiiii) for losses equal the Collateral Agent shall promptly deliver such documentation as the Borrower or the applicable insurer shall reasonably request to or greater than One Hundred Thousand confirm and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent give effect to the applicable Loan Parties on such terms as are deemed appropriate by provisions of the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedforegoing clause (i).

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders Banks (x) on the Closing Date and annually thereafter an original certificate of insurance signed by of the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, certificate and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise endorsements, in form and substance reasonably acceptable to the Administrative Agent, which shall (i) specify the Administrative Agent as an additional insured, mortgagee and lender loss payee as its interests may appear, with the understanding that any obligation imposed upon the insured (including the liability to pay premiums) shall be the sole obligation of the applicable Loan Parties and not that of the insured, (ii) provide that the interest of the Banks shall be insured regardless of any breach or violation by the applicable Loan Parties of any warranties, declarations or conditions contained in its discretionsuch policies or any action or inaction of the applicable Loan Parties or others insured under such policies, (iii) provide that no cancellation of such policies for any reason (including non-payment of premium) nor any change to any provision thereof which is a provision that is required by any of the of Loan Documents shall be effective until at least ten (10) days after receipt by the Administrative Agent of written notice of such cancellation or change, (iv) be primary without right of contribution of any other insurance carried by or on behalf of any additional insureds with respect to their respective interests in the Collateral, and (v) provide that inasmuch as the policy covers more than one insured, all terms, conditions, insuring agreements and endorsements (except limits of liability) shall operate as if there were a separate policy covering each insured. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence casualty or condemnation event causing a material loss or decline in value of the Collateral in excess of $25,000,000 and the estimated (or actual, if available) amount of such loss or decline. Any monies received by Upon the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence occurrence of an Event of Default, monies constituting insurance proceeds or condemnation proceeds (pursuant to the Mortgages) shall be applied by paid to the Administrative Agent and the Administrative Agent may, at its option, (i) apply such proceeds to the payment of the Obligations Loans in accordance with such manner as the terms of the Credit AgreementAdministrative Agent may reasonably determine, or (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at disburse such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent proceeds to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received. If at any time any of the Real Property of the Loan Parties which is subject to a Mortgage is designated a “flood hazard area” in any Flood Insurance Rate Map published by the Federal Emergency Management Agency (or any successor agency), the Borrower shall obtain flood insurance in such total amount to ensure compliance with the National Flood Insurance Program as set forth in the flood Disaster Protection Act of 1973, as it may be amended from time to time.

Maintenance of Insurance. Each Loan Party shallwill maintain with financially sound and reputable insurers that are licensed to do business in the State where the policy is issued and, with respect to any property and casualty insurance, also in the States where the Eligible Asset is located, insurance with respect to its properties and business against such casualties and contingencies, as shall be in accordance with the general practices of businesses engaged in similar activities in similar geographic areas, and in amounts, containing such terms, in such forms and for such periods as may be reasonable and prudent in accordance with sound business practices and the determination of management of the Loan Parties; provided, however, that such requirement may be satisfied with respect to the Eligible Assets by the lessees pursuant to the Eligible Leases. On or before the Closing Date, Borrower shall furnish to Agent a certificate setting forth in reasonable detail the nature and extent of all insurance maintained by Borrower (or such lessees) and shall cause each issuer of its Subsidiaries toan insurance policy to provide Agent with an endorsement (i) showing Agent as a loss payee with respect to each policy of property or casualty insurance and naming Agent as an additional insured with respect to each policy of liability insurance, insure its properties and assets against loss (ii) providing that 30 days' notice will be given to Agent prior to any cancellation of, or damage material reduction or change in coverage provided by fire and or other material modification to such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businessespolicy, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agentalso a cross liability/severability endorsement. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement Borrower and the other Loan DocumentsParties shall be responsible for all premiums on insurance policies, together with a copy subject to the requirements of the endorsement described in the next sentence attached Eligible Leases. Upon Agent’s request, Borrower shall deliver duplicate originals or certified copies of all such policies to such certificateAgent, and shall promptly furnish to Agent all renewal notices and evidence that all premiums or portions thereof then due and payable have been paid. At least fifteen (y15) from time days prior to time a summary schedule indicating all insurance then in force with respect to each the expiration date of the Loan Parties. Such policies policies, Borrower shall deliver to Agent evidence of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable continued coverage, including a certificate of insurance, as may be satisfactory to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.

Maintenance of Insurance. Each Loan Party shall(a) Maintain (i) property damage insurance with respect to the Collateral, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businessesamounts, with such endorsements and with reputable and financially sound insurers, including self-insurance to the extent customary, all such insurers (rated A+ or better by A.M. Best Rating Guide) as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver are satisfactory to the Administrative Agent and each of the Lenders in its Credit Judgment (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such it being understood that policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form and substance acceptable to the Administrative Agent in its discretion. The applicable Loan Parties connection with the closing on the Closing Date shall notify be acceptable to the Administrative Agent promptly thereafter absent a change in law, facts and/or circumstances), and (ii) maintain, with financially sound and reputable insurance companies not Affiliates of any occurrence causing a material the Borrower, other insurance with respect to its properties and business against loss or decline in value damage of the Collateral and kinds customarily insured against by Persons engaged in the estimated (same or actualsimilar business, if available) amount of such loss or declinetypes and in such amounts as are customarily carried under similar circumstances by such other Persons. Any monies received by Unless the Administrative Agent constituting insurance proceeds shall agree otherwise, each policy shall include satisfactory endorsements (i) showing the Administrative Agent as sole loss payee or additional insured, as appropriate; (ii) requiring 30 days prior written notice to the Administrative Agent in the event of cancellation of the policy for any reason whatsoever (except in the case of failure to pay premiums, in which case 10 days prior written notice shall be required); and (iii) specifying that the interest of the Administrative Agent shall not be impaired or invalidated by any act or neglect of any Borrower or the owner of the Property, nor by the occupation of the premises for purposes more hazardous than are permitted by the policy. If any Borrower fails to provide and pay for such insurance, the Administrative Agent may, at its option with notice to the option of Borrower Agent, but shall not be required to, procure the insurance and charge Borrowers therefor. Each Borrower agrees to deliver to the Administrative Agent, (i) in the case promptly as rendered, copies of property all material claims made to insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as companies. While no Event of Default exists, Borrowers may settle, adjust or Potential compromise any insurance claim, as long as the proceeds are delivered to the Administrative Agent. If an Event of Default exists, be disbursed by only the Administrative Agent shall be authorized to the applicable Loan Partiessettle, adjust and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at compromise such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedclaims.

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurersinsurers (which may be an Affiliate of the Borrower), including self-insurance except to the extent customarywhere the failure to do so would not reasonably be expected to have a Material Adverse Effect. All such insurance shall (i) provide that no cancellation, all as reasonably determined material reduction in amount or material change in coverage thereof shall be effective until at least 30 days after receipt by the Administrative AgentAgent of written notice thereof and (ii) name the Administrative Agent as mortgagee/lenders loss payee (as applicable) (in the case of property insurance) or additional insured on behalf of the Secured Parties (in the case of liability insurance), as applicable. At the reasonable request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original a certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form reasonably acceptable to the Administrative Agent in its discretion. The If at any time any building located at any Mortgaged Property and constituting Collateral is located in a special flood hazard area, the applicable Loan Parties shall notify shall, (i) keep and maintain, at all times, flood insurance on terms and in an amount sufficient to comply with the rules and regulations promulgated under the Flood Laws, (ii) upon written request, deliver to the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount evidence of such loss or decline. Any monies received by compliance in form and substance reasonably acceptable to the Administrative Agent constituting and (iii) upon written request, deliver to the Administrative Agent an executed acknowledgment of each “Life-of-Loan” flood hazard determination delivered to the Borrower promptly following receipt of such determination; provided that in the case of any Mortgaged Property that is acquired after the Closing Date located in a special flood hazard area, any evidence of the flood insurance proceeds may, at required to be maintained under this Section 7.3 shall be delivered to the option Administrative Agent prior to the effective date of the Mortgage in respect of such Mortgaged Property and such evidence of flood insurance shall be subject to the reasonable approval of the Administrative Agent, (i) in . The foregoing requirement for flood insurance shall not apply to any Real Property that is otherwise excluded under the case definition of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedExcluded Assets.

Maintenance of Insurance. Each Loan Party shallSuch Grantor will use commercially reasonable efforts to maintain with financially sound and reputable insurance companies (or any Captive Insurance Subsidiary) insurance on, or self-insure, all property of such Grantor material to the business of the Parent Borrower and shall cause each of its Subsidiaries toRestricted Subsidiaries, insure its properties taken as a whole, in at least such amounts and assets against loss or damage by fire and at least such other insurable hazards as such assets are commonly insured risks (but including fire, extended coverage, property damage, workers’ compensation, in any event public liability and business interruption insuranceinterruption) and as are usually insured against other risks (including errors and omissions) in such amounts as the same general area by companies engaged in the same or a similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customarybusiness, all as reasonably determined in good faith by such Grantor or the Administrative AgentParent Borrower. At Such Grantor or the request of Parent Borrower shall furnish to the Administrative Collateral Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying upon written request, information in reasonable detail as to the existence insurance carried and ensure that at all times the Collateral Agent, for the benefit of the insurance on Secured Parties, or the applicable Collateral required to Representative, in accordance with the applicable Intercreditor Agreement, shall be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force named as additional insured with respect to each liability policies and the Collateral Agent, for the benefit of the Loan Secured Parties. Such policies of insurance , or the applicable Collateral Representative, in accordance with the applicable Intercreditor Agreement, shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable be named as loss payee with respect to the Administrative Agent in its discretion. The applicable Loan Parties property insurance maintained by such Grantor with respect to such Grantor’s Collateral; provided that, unless a Specified Default or Dominion Event shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral have occurred and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agentbe continuing, (i) in the case of Collateral Agent shall turn over to such Grantor or the Parent Borrower any amounts received by it as loss payee under any property insurance proceeds received during the existence of an Event of Default, be applied maintained by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreementsuch Grantor, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at the Collateral Agent agrees that such time as no Event of Default Grantor shall have the sole right to adjust or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, settle any claims under such insurance and (iii) for losses equal to all proceeds from any settlement of or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property payment in respect of which any Recovery Event shall be paid to the Parent Borrower or such proceeds were receivedGrantor (as applicable).

Maintenance of Insurance. Each Loan Party shall, Maintain at all times with financially sound and shall cause each of its Subsidiaries to, insure its properties and assets reputable insurers insurance with respect to the Collateral against loss or damage and all other insurance of the kinds and in the amounts customarily insured against or carried by fire corporations of established reputation engaged in the same or similar businesses and similarly situated, and such other insurable hazards insurance as may be required by applicable Law. Said policies of insurance shall be reasonably satisfactory to Administrative Agent as to form, amount and insurer. The Lead Borrower shall furnish certificates, policies or endorsements to Administrative Agent as Administrative Agent shall reasonably require as proof of such assets are commonly insurance, and, in the event that the Loan Parties at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or in part relating thereto, the Administrative Agent may, without waiving or releasing any obligation or liability of the Loan Parties hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Administrative Agent deems advisable, at the expense of Borrowers. All policies shall provide for at least thirty (30) days prior written notice to Administrative Agent of any cancellation or reduction of coverage and that Administrative Agent may act as attorney for each Borrower and Guarantor in obtaining, and at any time an Event of Default exists or has occurred and is continuing, adjusting, settling, amending and canceling such insurance. Borrowers and Guarantors shall cause Administrative Agent to be named as a loss payee and an additional insured (including firebut without any liability for any premiums) under such insurance policies and Borrowers and Guarantors shall obtain non-contributory lender’s loss payable endorsements to all insurance policies in form and substance satisfactory to Administrative Agent. Such lender’s loss payable endorsements shall specify that the proceeds of such insurance shall be payable to Administrative Agent as its interests may appear and further specify that Administrative Agent and Lenders shall be paid regardless of any act or omission by any Borrower, extended coverageGuarantor or any of its or their Affiliates. Without limiting any other rights of Administrative Agent or Lenders, property damageany insurance proceeds received by Administrative Agent at any time may, workers’ compensationsubject to the terms of the Intercreditor Agreement, public liability be applied to payment of the Obligations (subject to the terms of the Intercreditor Agreement), whether or not then due, in any order and business interruption insurance) and against other risks (including errors and omissions) in such amounts manner as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance Administrative Agent may determine. Upon application of such proceeds to the extent customaryLoans, Loans may be available subject and pursuant to the terms hereof to be used for the costs of repair or replacement of the Collateral lost or damages resulting in the payment of such insurance proceeds. Each Loan Party hereby irrevocably makes, constitutes and appoints the Administrative Agent (and all as reasonably determined officers, employees or agents designated by the Administrative Agent. At ) as such Loan Party’s true and lawful agent (and attorney-in-fact), exercisable only after the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent occurrence and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence continuance of an Event of Default, be applied by for the Administrative Agent to the payment purpose of making, settling and adjusting claims in respect of the Obligations in accordance Collateral under policies of insurance, endorsing the name of such Loan Party on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be respect thereto. All sums disbursed by the Administrative Agent in connection with this Section 6.07, including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Loan Parties to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedshall be additional Obligations secured hereby.

Maintenance of Insurance. Each Loan Party The Borrower shall, and shall cause each of its Subsidiaries to, insure carry and maintain in full force and effect, at its own expense and with financially sound and reputable insurance companies, insurance in such amounts, with such deductibles and covering such risks as is customarily carried by companies engaged in the same or similar businesses and owning similar properties and assets against loss in the localities where the Borrower or damage by fire and such other insurable hazards as such assets are commonly insured (Subsidiary operates, including fire, extended coverage, property damage, workers’ compensationbusiness interruption, public liability, property damage and worker's compensation. Insurance on the Collateral shall name the Bank as loss payee. The Borrower's liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts insurance policies shall name the Bank as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agentan additional insured. At Upon the request of the Administrative AgentBank, the Loan Parties Borrower shall deliver furnish the Bank from time to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying time with full information as to the existence insurance carried by it and, if so requested, copies of all such insurance policies. The Borrower shall also furnish to the Bank from time to time upon the request of the Bank a certificate of the Borrower's insurance broker or other insurance specialist stating that all premiums then due on the policies relating to insurance on the Collateral have been paid, that such policies are in full force and effect and that such insurance coverage and such policies comply with all the requirements of this subsection (c). All insurance policies required under this subsection (c) shall provide that they shall not be terminated or cancelled without at least 30 days' prior written notice to the Borrower and the Bank. Receipt of notice of termination or cancellation of any such insurance policies or reduction of coverages or amounts thereunder shall entitle the Bank to renew any such policies, cause the coverages and amounts thereof to be maintained by at levels required pursuant to the first sentence of this Agreement and subsection (c) or otherwise to obtain similar insurance in place of such policies, in each case at the other Loan Documents, together with a copy expense of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedBorrower.

Maintenance of Insurance. Each Loan Party shallThe Borrower will, and shall will cause each Subsidiary to, at all times maintain in full force and effect, pursuant to self-insurance arrangements or with insurance companies that the Borrower believes (in the good faith judgment of the management of the Borrower) are financially sound and responsible at the time the relevant coverage is placed or renewed, insurance in at least such amounts (after giving effect to any self-insurance which the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and prudent in light of the size and nature of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurancebusiness) and against other at least such risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable such risk retentions) as the Borrower believes (in the good faith judgment of management of the Borrower) is reasonable and financially sound insurers, including self-insurance prudent in light of the size and nature of its business; and will furnish to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) upon written request from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) information presented in reasonable detail as to the case of property insurance proceeds received during so carried. The Secured Parties shall be the existence of an Event of Defaultadditional insureds on any such liability insurance as their interests may appear and, be applied by if casualty insurance is obtained, the Administrative Agent shall be a loss payee under any such casualty insurance; provided that, to the payment extent that the Administrative Agent, any Letter of the Obligations in accordance with the terms Credit Issuer or any Lender receives proceeds of the Credit Agreement, (ii) for losses of less than One Hundred Thousand such casualty insurance and 00/100 Dollars ($100,000.00) received at such time so long as no Event of Default has occurred and is then continuing, the Administrative Agent, such Letter of Credit Issuer or Potential Default existssuch Lender, be disbursed as applicable, will deliver such proceeds to the Borrower to the extent that the Borrower undertakes to apply such proceeds to the reconstruction, replacement or repair of the property insured thereby. All policies of insurance required by the terms of this Agreement or any Security Document shall provide that each insurer shall endeavor to give at least thirty (30) days’ prior written notice to the Administrative Agent of any cancellation of such insurance (or at least 10 day’s prior written notice in the case of cancellation of such insurance due to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event non-payment of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedpremiums).

Maintenance of Insurance. Each Loan Party shall, Parent shall and shall cause each of its Subsidiaries toto maintain, insure its with financially sound and reputable insurance companies not Affiliates of any Loan Party, insurance with respect to their respective properties and assets businesses against loss or damage of the kinds customarily insured against by fire Persons engaged in the same or similar business, of such types and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in customarily carried under similar circumstances carrying on similar businessesby such other Persons. All property policies shall have Lender’s loss payable endorsement showing Lender as primary loss payee and waive subrogation against Lender, and with reputable all liability policies shall show Lender, or have endorsements showing Lender, as an additional insured. All policies (or the loss payable and financially sound insurersadditional insured endorsements) shall provide that the insurer shall endeavor to give Lender at least thirty (30) days’ notice before canceling, including selfamending, or declining to renew its policy and ten (10) days’ notice of any non-insurance to the extent customary, all as reasonably determined by the Administrative Agentpayment of premiums. At the request of the Administrative AgentLender’s request, the Loan Parties Parent shall deliver to the Administrative Agent and each certified copies of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence all of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include Parent and its Subsidiaries and evidence of all premium payments. Subject to the provisions specified below or are otherwise in form acceptable to the Administrative Agent in its discretion. The applicable Loan Parties shall notify the Administrative Agent promptly of hereof, proceeds payable under any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actualpolicy shall, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent payable to the payment Lender on account of the Obligations Obligations. If any Loan Party fails to obtain insurance as required under this Section 6.07 or to pay any amount or furnish any required proof of payment to third persons and Lender, Lender may make all or part of such payments or obtain such insurance policies required in accordance with this Section 6.07 and take any action under the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default policies that Lender deem necessary or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedprudent.

Maintenance of Insurance. Each Loan Party shall(a) Maintain insurance on all insurable tangible Property against fire, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire casualty and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ coverage and workmen's compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businessesamounts, with such deductibles and with reputable such insurers (rated "A" or better by "A.M. Best's Insurance Reports") as are customarily used by companies operating in the same industry as Borrower and financially sound insurers, including self-insurance its Subsidiaries and reasonably acceptable to the extent customary, all as reasonably determined by the Administrative Agent. At Prior to the request Closing Date, Borrower shall furnish the Administrative Agent with a schedule of all such insurance prepared by their insurance broker, and certificates of insurance with respect thereto (including the text of the lender's loss payable clause in favor of the Administrative AgentAgent required below), or such other evidence of insurance as the Administrative Agent may require. Borrower shall furnish the Administrative Agent with a copy of each applicable policy within thirty (30) days after Closing Date. In the event Borrower fails to procure or cause to be procured any such insurance or to timely pay or cause to be paid the premium(s) on any such insurance, the Loan Parties Administrative Agent may do so for Borrower but Borrower shall deliver continue to be liable for the same. All casualty insurance policies shall contain standard lender's loss payable clauses issued in favor of the Administrative Agent (on behalf of the Lenders) indicating that the Administrative Agent is sole lender loss payee, under which all losses thereunder shall be paid to the Administrative Agent (on behalf of the Lenders) as the Administrative Agent's interest may appear. Such policies shall expressly provide that the requisite insurance cannot be altered or canceled without thirty (30) days prior written notice to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, and (y) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special endorsements which include the provisions specified below or are otherwise in form acceptable to insure the Administrative Agent in notwithstanding the act or neglect of Borrower or any of its discretionSubsidiaries. The applicable Loan Parties shall notify Borrower hereby appoints the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actualas its attorney-in-fact, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, exercisable at the option of the Administrative Agent, (i) in the case of property insurance proceeds received 's option only during the existence occurrence and continuance of a Default or an Event of Default, and only to the extent the Obligations are outstanding, to endorse any check which may be payable to Borrower and to file proofs of loss with respect to any insurance claims, in order to collect the proceeds of such insurance and any amount or amounts collected by the Administrative Agent pursuant to the provisions of this paragraph may be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand Obligations. Borrower further covenants that all insurance premiums due and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by owing under its current casualty policies have been paid. Borrower also agrees to notify the Administrative Agent to the applicable Loan PartiesAgent, and (iii) for losses equal to promptly, upon any receipt of a notice of termination, cancellation, or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at non-renewal from its insurance company of any such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedpolicy.

Maintenance of Insurance. Each Loan Party shall, and shall cause each of its Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including flood, fire, extended coverage, property damage, workers’ compensation, ' compensation and public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, including self-insurance to the extent customary, all as reasonably determined by the Administrative Agent. At the request of the Administrative Paying Agent, the Loan Parties shall deliver to the Administrative Paying Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original certificate of insurance signed by the Loan Parties’ ' independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy of the endorsement described in the next sentence attached to such certificate, certificate and (y) from time to time a summary schedule indicating all commercial insurance then in force with respect to each of the Loan Parties. Such policies of insurance shall contain special the necessary endorsements or policy language, which include shall (i) specify the provisions specified below or are otherwise in form acceptable Collateral Trustee on behalf of the Secured Parties as an additional insured on the liability policies and mortgagee and lender loss payee as their interests may appear, with the understanding that any obligation imposed upon the insured (including the liability to pay premiums) shall be the Administrative Agent in its discretion. The sole obligation of the applicable Loan Parties and not that of the additional insured, (ii) provide that the interest of the Lenders, under the lender's loss payable endorsement in a form similar to the form provided on the Closing Date, shall be insured regardless of any breach or violation by the applicable Loan Parties of any warranties, declarations or conditions contained in such policies or any action or inaction of the applicable Loan Parties, (iii) provide a waiver of any right of the insurers to set off or counterclaim or any other deduction, whether by attachment or otherwise (to the extent that the Loan Parties are able on a reasonable efforts basis to obtain such waiver from the insurers), (iv) provide that no cancellation of such policies for any reason (including non-payment of premium) nor any change therein shall be effective until at least ten (10) days after notification to the Paying Agent of such cancellation or change, (v) be primary without right of contribution of any other liability insurance carried by or on behalf of any additional insureds with respect to their respective interests in the Collateral, and (vi) provide that inasmuch as any liability policy covers more than one insured, all terms, conditions, insuring agreements and endorsements (except limits of liability) shall operate as if there were a separate policy covering each insured. The Loan Parties shall maintain all flood insurance policies of a type and in an amount as carried by the Loan Parties on the Closing Date. If a Casualty Event occurs, the Borrower shall promptly notify the Administrative Paying Agent promptly of any occurrence causing a material loss or decline in value of the Collateral such event and the estimated (or actual, if available) amount of such loss or decline. Any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were receivedloss.

Maintenance of Insurance. (a) Each Loan Party shall, and shall cause each of its Restricted Subsidiaries to, insure its properties and assets against loss or damage by fire and such other insurable hazards as such assets are commonly insured (including fire, extended coverage, property damage, workers’ compensation, public liability and business interruption insurance) and against other risks (including errors and omissions) in such amounts as similar properties and assets are insured by prudent companies in similar circumstances carrying on similar businesses, and with reputable and financially sound insurers, insurers having a financial strength rating of at least A- by A.M. Best Company (or otherwise reasonably satisfactory to the Administrative Agent) and including self-insurance to the extent customarycustomary (but not with respect to insurance on the Collateral included in any portion of the Borrowing Base, Material Real Property or Material Intellectual Property), all as reasonably determined acceptable by the Administrative AgentAgent and as may be required pursuant to the terms of the Collateral Documents. At the request of the Administrative Agent, the Loan Parties shall deliver to the Administrative Agent and each of the Lenders (x) on the Closing Date and annually thereafter an original a certificate of insurance signed by the Loan Parties’ independent insurance broker describing and certifying as to the existence of the insurance on the Collateral required to be maintained by this Agreement and the other Loan Documents, together with a copy (y) copies of the endorsement endorsements described in the next sentence two (2) sentences attached to such certificate, and (yz) from time to time a summary schedule indicating all insurance then in force with respect to each of the Loan Parties. Such All insurance policies required in this clause shall name the Administrative Agent (for the benefit of the Administrative Agent and the Secured Parties) as an additional insured, as applicable, and with respect to casualty policies covering Collateral, as mortgagee or as lender loss payee, as applicable, and shall contain lender loss payable clauses or mortgagee clauses, as applicable, through endorsements in form and substance reasonably satisfactory to the Administrative Agent. Additionally, such policies of insurance shall contain special endorsements which include provide that it shall not be canceled, modified or not renewed (i) by reason of nonpayment of premium except upon not less than ten (10) days’ prior written notice thereof by the provisions specified below or are otherwise in form acceptable insurer to the Administrative Agent in its discretionor (ii) for any other reason except upon not less than thirty (30) days’ prior written notice thereof by the insurer to the Administrative Agent. The applicable Loan Parties shall notify the Administrative Agent promptly of any occurrence causing a material loss or decline in value of the Collateral and the estimated (or actual, if available) amount of such loss or decline. Any Subject in all cases to the provisions of this Agreement (including, without limitation, Section 5.12), any monies received by the Administrative Agent constituting insurance proceeds may, at the option of the Administrative Agent, (i) in the case of property insurance proceeds received during the existence of an Event of Default, be applied by the Administrative Agent to the payment of the Obligations in accordance with the terms of this Agreement. (b) [Reserved]. (b) In the Credit Agreement, (ii) for losses of less than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed event any Real Estate that is subject to a Mortgage is located in any area that has been designated by the Administrative Agent Federal Emergency Management Agency as a “Special Flood Hazard Area” with respect to which flood insurance has been made available under the applicable Loan PartiesFlood Insurance Laws, and (iii) for losses equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00) received at such time as no Event of Default or Potential Default exists, be disbursed by the Administrative Agent to the applicable Loan Parties on such terms as are deemed appropriate by the Administrative Agent for the repair, restoration and/or replacement of Collateral and other property in respect of which such proceeds were received.applicable