Default or
Unmatured Event of Default exists, the Loan Parties shall not be required to
reimburse the Administrative Agent for inspections or audits more frequently
than once each Fiscal Year.
10.3
MAINTENANCE OF PROPERTY; INSURANCE.
(A)
KEEP, AND CAUSE EACH
OTHER LOAN PARTY TO KEEP, ALL PROPERTY USEFUL AND NECESSARY IN THE BUSINESS OF
THE LOAN PARTIES IN GOOD WORKING ORDER AND CONDITION, ORDINARY WEAR AND TEAR
EXCEPTED.
(B)
MAINTAIN, AND CAUSE EACH OTHER LOAN PARTY TO MAINTAIN, WITH
RESPONSIBLE INSURANCE COMPANIES, SUCH INSURANCE COVERAGE AS MAY BE REQUIRED BY
ANY LAW OR GOVERNMENTAL REGULATION OR COURT DECREE OR ORDER APPLICABLE TO IT AND
SUCH OTHER INSURANCE, TO SUCH EXTENT AND AGAINST SUCH HAZARDS AND LIABILITIES,
AS IS CUSTOMARILY MAINTAINED BY COMPANIES SIMILARLY SITUATED, BUT WHICH SHALL
INSURE AGAINST ALL RISKS AND LIABILITIES OF THE TYPE IDENTIFIED ON SCHEDULE 9.16
AND SHALL HAVE INSURED AMOUNTS NO LESS THAN, AND DEDUCTIBLES NO HIGHER THAN,
THOSE SET FORTH ON SUCH SCHEDULE; AND, UPON REQUEST OF THE ADMINISTRATIVE AGENT
OR ANY LENDER, FURNISH TO THE ADMINISTRATIVE AGENT OR SUCH LENDER A CERTIFICATE
SETTING FORTH IN REASONABLE DETAIL THE NATURE AND EXTENT OF ALL INSURANCE
MAINTAINED BY THE LOAN PARTIES. THE COMPANY SHALL (I) CAUSE EACH ISSUER OF AN
INSURANCE POLICY TO PROVIDE THE ADMINISTRATIVE AGENT WITH AN ENDORSEMENT
(I) SHOWING THE ADMINISTRATIVE AGENT AS LOSS PAYEE WITH RESPECT TO EACH POLICY
OF PROPERTY OR CASUALTY INSURANCE AND [(II) SHALL USE REASONABLE EFFORTS TO
PROVIDE THE ADMINISTRATIVE AGENT WITH AN ENDORSEMENT] NAMING THE ADMINISTRATIVE
AGENT AS AN ADDITIONAL INSURED WITH RESPECT TO EACH POLICY OF LIABILITY
INSURANCE, (II) PROVIDING THAT 30 DAYS' NOTICE WILL BE GIVEN TO THE
ADMINISTRATIVE AGENT PRIOR TO ANY CANCELLATION OF, MATERIAL REDUCTION OR CHANGE
IN COVERAGE PROVIDED BY OR OTHER MATERIAL MODIFICATION TO SUCH POLICY AND
(III) REASONABLY ACCEPTABLE IN ALL OTHER RESPECTS TO THE ADMINISTRATIVE AGENT.
THE COMPANY SHALL EXECUTE AND DELIVER TO THE ADMINISTRATIVE AGENT A COLLATERAL
ASSIGNMENT, IN FORM AND SUBSTANCE SATISFACTORY TO THE ADMINISTRATIVE AGENT, OF
EACH KEY MAN INSURANCE POLICY MAINTAINED BY THE COMPANY.
(C)
UNLESS THE COMPANY PROVIDES THE ADMINISTRATIVE AGENT WITH EVIDENCE
OF THE INSURANCE COVERAGE REQUIRED BY THIS AGREEMENT, THE ADMINISTRATIVE AGENT
MAY PURCHASE INSURANCE AT THE COMPANY'S EXPENSE TO PROTECT THE ADMINISTRATIVE
AGENT'S AND THE LENDERS' INTERESTS IN THE COLLATERAL. THIS INSURANCE MAY, BUT
NEED NOT, PROTECT ANY LOAN PARTY'S INTERESTS. THE COVERAGE THAT THE
ADMINISTRATIVE AGENT PURCHASES MAY NOT PAY ANY CLAIM THAT IS MADE AGAINST ANY
LOAN PARTY IN CONNECTION WITH THE COLLATERAL. THE COMPANY MAY LATER CANCEL ANY
INSURANCE PURCHASED BY THE ADMINISTRATIVE AGENT, BUT ONLY AFTER PROVIDING THE
ADMINISTRATIVE AGENT WITH EVIDENCE THAT THE COMPANY HAS OBTAINED INSURANCE AS
REQUIRED BY THIS AGREEMENT. IF THE
41
ADMINISTRATIVE AGENT PURCHASES INSURANCE FOR THE COLLATERAL, THE COMPANY WILL BE
RESPONSIBLE FOR THE COSTS OF THAT INSURANCE, INCLUDING INTEREST AND ANY OTHER
CHARGES THAT MAY BE IMPOSED WITH THE PLACEMENT OF THE INSURANCE, UNTIL THE
EFFECTIVE DATE OF THE CANCELLATION OR EXPIRATION OF THE INSURANCE. THE COSTS OF