SUBSTANCE SATISFACTORY TO
AGENT, NAMING AGENT AS A CO-INSURED AND LOSS PAYEE AS ITS INTERESTS MAY APPEAR
WITH RESPECT TO ALL INSURANCE COVERAGE REFERRED TO IN CLAUSES (A) AND (C) ABOVE,
AND PROVIDING (A) THAT ALL PROCEEDS THEREUNDER SHALL BE PAYABLE TO AGENT, (B) NO
SUCH INSURANCE SHALL BE AFFECTED BY ANY ACT OR NEGLECT OF THE INSURED OR OWNER
OF THE PROPERTY DESCRIBED IN SUCH POLICY, AND (C) THAT SUCH POLICY AND LOSS
PAYABLE CLAUSES MAY NOT BE CANCELLED, AMENDED OR TERMINATED UNLESS AT LEAST
THIRTY (30) DAYS' PRIOR WRITTEN NOTICE IS GIVEN TO AGENT.
IN THE EVENT OF ANY
LOSS THEREUNDER, THE CARRIERS NAMED THEREIN HEREBY ARE DIRECTED BY AGENT AND THE
APPLICABLE BORROWER TO MAKE PAYMENT FOR SUCH LOSS TO AGENT AND NOT TO SUCH
BORROWER AND AGENT JOINTLY.
IF ANY INSURANCE LOSSES ARE PAID BY CHECK, DRAFT OR
OTHER INSTRUMENT PAYABLE TO ANY BORROWER AND AGENT JOINTLY, AGENT MAY ENDORSE
SUCH BORROWER'S NAME THEREON AND DO SUCH OTHER THINGS AS AGENT MAY DEEM
ADVISABLE TO REDUCE THE SAME TO CASH.
AGENT IS HEREBY AUTHORIZED TO ADJUST AND
COMPROMISE CLAIMS UNDER INSURANCE COVERAGE REFERRED TO IN CLAUSES (A), AND (B)
ABOVE.
ALL LOSS RECOVERIES RECEIVED BY AGENT UPON ANY SUCH INSURANCE MAY BE
APPLIED TO THE OBLIGATIONS, IN SUCH ORDER AS AGENT IN ITS SOLE DISCRETION SHALL
DETERMINE.
ANY SURPLUS SHALL BE PAID BY AGENT TO BORROWERS OR APPLIED AS MAY BE
OTHERWISE REQUIRED BY LAW.
ANY DEFICIENCY THEREON SHALL BE PAID BY BORROWERS TO
AGENT, ON DEMAND.
4.12.
FAILURE TO PAY INSURANCE.
IF ANY BORROWER FAILS TO OBTAIN
INSURANCE AS HEREINABOVE PROVIDED, OR TO KEEP THE SAME IN FORCE, AGENT, IF AGENT
SO ELECTS, MAY OBTAIN SUCH INSURANCE AND PAY THE PREMIUM THEREFOR ON BEHALF OF
SUCH BORROWER, AND CHARGE BORROWERS' ACCOUNT THEREFOR AS A REVOLVING ADVANCE OF
A DOMESTIC RATE LOAN AND SUCH EXPENSES SO PAID SHALL BE PART OF THE OBLIGATIONS.
48
4.13.
PAYMENT OF TAXES.
EACH BORROWER WILL PAY, WHEN DUE, ALL TAXES,
ASSESSMENTS AND OTHER CHARGES LAWFULLY LEVIED OR ASSESSED UPON SUCH BORROWER OR
ANY OF THE COLLATERAL INCLUDING REAL AND PERSONAL PROPERTY TAXES, ASSESSMENTS
AND CHARGES AND ALL FRANCHISE, INCOME, EMPLOYMENT, SOCIAL SECURITY BENEFITS,
WITHHOLDING, AND SALES TAXES.
IF ANY TAX BY ANY GOVERNMENTAL BODY IS OR MAY BE
IMPOSED ON OR AS A RESULT OF ANY TRANSACTION BETWEEN ANY BORROWER AND AGENT OR
ANY LENDER WHICH AGENT OR ANY LENDER MAY BE REQUIRED TO WITHHOLD OR PAY OR IF
ANY TAXES, ASSESSMENTS, OR OTHER CHARGES REMAIN UNPAID AFTER THE DATE FIXED FOR
THEIR PAYMENT, OR IF ANY CLAIM SHALL BE MADE WHICH, IN AGENT'S OR ANY LENDER'S
OPINION, MAY POSSIBLY CREATE A VALID LIEN ON THE COLLATERAL, AGENT MAY WITHOUT
NOTICE TO BORROWERS PAY THE TAXES, ASSESSMENTS OR OTHER CHARGES AND EACH
BORROWER HEREBY INDEMNIFIES AND HOLDS AGENT AND EACH LENDER HARMLESS IN RESPECT
THEREOF.
AGENT WILL NOT PAY ANY TAXES, ASSESSMENTS OR CHARGES TO THE EXTENT
THAT ANY APPLICABLE BORROWER HAS PROPERLY CONTESTED THOSE TAXES, ASSESSMENTS OR
CHARGES.