SUCH INSURANCE PROGRAM (NOT TO EXCEED THAT
WHICH IS CUSTOMARY IN THE CASE OF COMPANIES ENGAGED IN THE SAME OR SIMILAR
BUSINESS OR HAVING SIMILAR PROPERTIES SIMILARLY SITUATED) MAY BE EFFECTED
THROUGH SELF-INSURANCE, PROVIDED ADEQUATE RESERVES THEREFOR, IN ACCORDANCE WITH
GAAP, ARE MAINTAINED. ALL INSURANCE POLICIES OR CERTIFICATES (OR CERTIFIED
COPIES THEREOF) WITH RESPECT TO SUCH INSURANCE (A) SHALL, SUBJECT TO THE TERMS
OF THE INTERCREDITOR AGREEMENT, BE ENDORSED TO THE COLLATERAL AGENT'S REASONABLE
SATISFACTION FOR THE BENEFIT OF THE LENDERS (INCLUDING BY NAMING THE COLLATERAL
AGENT AS LOSS PAYEE OR ADDITIONAL INSURED, AS APPROPRIATE); AND (B) SHALL STATE
THAT SUCH INSURANCE POLICY SHALL NOT BE CANCELED WITHOUT 30 DAYS' PRIOR WRITTEN
NOTICE THEREOF (OR, IN CONNECTION WITH ANY CANCELLATION RESULTING FROM THE
NON-PAYMENT OF PREMIUMS, 10 DAYS' PRIOR WRITTEN NOTICE THEREOF). THE PARENT
BORROWER SHALL PROMPTLY NOTIFY THE ADMINISTRATIVE AGENT OF ANY MATERIAL CHANGE
OR REVISION, OR NOTICE OF EXPIRATION OR NON-RENEWAL, WITH RESPECT TO ANY SUCH
INSURANCE POLICY. THE PARENT BORROWER SHALL FURNISH TO THE ADMINISTRATIVE AGENT,
ON THE EFFECTIVE DATE AND ON THE DATE OF DELIVERY OF EACH ANNUAL FINANCIAL
STATEMENT, FULL INFORMATION AS TO THE INSURANCE CARRIED. AT ANY TIME THAT
INSURANCE AT LEVELS DESCRIBED IN SCHEDULE 5.07 IS NOT BEING MAINTAINED BY OR ON
BEHALF OF THE PARENT BORROWER OR ANY OF THE SUBSIDIARIES, THE PARENT BORROWER
WILL NOTIFY THE LENDERS IN WRITING WITHIN TWO BUSINESS DAYS THEREOF AND, IF
THEREAFTER NOTIFIED BY THE ADMINISTRATIVE AGENT OR THE REQUIRED LENDERS TO DO
SO, THE PARENT BORROWER OR ANY SUCH SUBSIDIARY, AS THE CASE MAY BE, SHALL OBTAIN
INSURANCE AT SUCH LEVELS AT LEAST EQUAL TO THOSE SET FORTH ON SCHEDULE 5.07;
PROVIDED THAT SUCH INSURANCE CAN BE OBTAINED AT COMMERCIALLY REASONABLE RATES.
SECTION 5.08. CASUALTY AND CONDEMNATION. (A)
THE PARENT BORROWER WILL FURNISH
TO EACH AGENT AND THE LENDERS PROMPT WRITTEN NOTICE OF ANY CASUALTY OR OTHER
INSURED DAMAGE TO ANY PORTION OF ANY COLLATERAL OR THE COMMENCEMENT OF ANY
ACTION OR PROCEEDING FOR THE TAKING OF ANY COLLATERAL OR ANY PART THEREOF OR
INTEREST THEREIN UNDER POWER OF EMINENT DOMAIN OR BY CONDEMNATION OR SIMILAR
PROCEEDING, WHERE THE FAIR MARKET VALUE OF THE COLLATERAL SO AFFECTED IN
CONNECTION WITH ANY SUCH CASUALTY EVENT OR CONDEMNATION IS AT LEAST $1,000,000.
85
(B)
IF ANY EVENT DESCRIBED IN PARAGRAPH (A) OF THIS SECTION RESULTS IN NET
PROCEEDS (WHETHER IN THE FORM OF INSURANCE PROCEEDS, CONDEMNATION AWARD OR
OTHERWISE), THE COLLATERAL AGENT IS AUTHORIZED TO COLLECT SUCH NET PROCEEDS AND,
IF RECEIVED BY THE PARENT BORROWER OR ANY SUBSIDIARY, SUCH NET PROCEEDS SHALL BE
PAID OVER TO THE COLLATERAL AGENT; PROVIDED THAT (I) IF THE AGGREGATE NET
PROCEEDS IN RESPECT OF SUCH EVENT (OTHER THAN PROCEEDS OF BUSINESS INTERRUPTION
INSURANCE) ARE LESS THAN $5,000,000, SUCH NET PROCEEDS SHALL BE PAID OVER TO THE
PARENT BORROWER UNLESS A DEFAULT HAS OCCURRED AND IS CONTINUING, (II) ALL
PROCEEDS OF BUSINESS INTERRUPTION INSURANCE SHALL BE PAID OVER TO THE PARENT
BORROWER UNLESS A DEFAULT HAS OCCURRED AND IS CONTINUING