Schedule (3.4(a)).
5.4
INSURANCE; DAMAGE TO OR DESTRUCTION OF
COLLATERAL.
(A)
THE CREDIT PARTIES SHALL, AT THEIR SOLE
COST AND EXPENSE, MAINTAIN THE POLICIES OF INSURANCE DESCRIBED ON DISCLOSURE
SCHEDULE (3.18) AS IN EFFECT ON THE DATE HEREOF OR OTHERWISE IN FORM AND AMOUNTS
DETERMINED BY THE CREDIT PARTIES AND REASONABLY ACCEPTABLE TO AGENT AND WITH
INSURERS SELECTED BY THE CREDIT PARTIES AND REASONABLY ACCEPTABLE TO AGENT.
SUCH POLICIES OF INSURANCE (OR THE LOSS PAYABLE AND ADDITIONAL INSURED
ENDORSEMENTS DELIVERED TO AGENT) SHALL CONTAIN PROVISIONS PURSUANT TO WHICH THE
INSURER AGREES TO PROVIDE THIRTY (30) DAYS' PRIOR WRITTEN NOTICE TO AGENT IN THE
EVENT OF ANY NON-RENEWAL, CANCELLATION OR AMENDMENT OF ANY SUCH INSURANCE
POLICY.
IF SUCH CREDIT PARTY AT ANY TIME OR TIMES HEREAFTER SHALL FAIL TO
OBTAIN OR MAINTAIN ANY OF THE POLICIES OF INSURANCE REQUIRED ABOVE OR TO PAY ALL
PREMIUMS RELATING THERETO, AGENT MAY AT ANY TIME OR TIMES THEREAFTER OBTAIN AND
MAINTAIN SUCH POLICIES OF INSURANCE AND PAY SUCH PREMIUMS AND TAKE ANY OTHER
ACTION WITH RESPECT THERETO THAT AGENT DEEMS REASONABLY ADVISABLE.
AGENT SHALL
HAVE NO OBLIGATION TO OBTAIN INSURANCE FOR SUCH CREDIT PARTY OR PAY ANY PREMIUMS
THEREFOR.
BY DOING SO, AGENT SHALL NOT BE DEEMED TO HAVE WAIVED ANY DEFAULT OR
EVENT OF DEFAULT ARISING FROM SUCH CREDIT PARTY'S FAILURE TO MAINTAIN SUCH
INSURANCE OR PAY ANY PREMIUMS THEREFOR.
ALL SUMS SO DISBURSED, INCLUDING
REASONABLE ATTORNEYS' FEES, COURT COSTS AND
40
OTHER CHARGES RELATED THERETO, SHALL BE PAYABLE ON DEMAND BY BORROWER TO AGENT
AND SHALL BE ADDITIONAL OBLIGATIONS HEREUNDER SECURED BY THE COLLATERAL.
(B)
AGENT RESERVES THE RIGHT AT ANY TIME UPON
ANY CHANGE IN SUCH CREDIT PARTY'S RISK PROFILE (INCLUDING ANY MATERIAL CHANGE IN
THE PRODUCT MIX MAINTAINED BY SUCH CREDIT PARTY OR ANY LAWS AFFECTING THE
POTENTIAL LIABILITY OF SUCH CREDIT PARTY) TO REQUIRE ADDITIONAL FORMS AND LIMITS
OF INSURANCE CUSTOMARY IN THE INDUSTRY FOR SUCH CHANGED RISK PROFILE.
IF
REASONABLY REQUESTED BY AGENT, SUCH CREDIT PARTY SHALL DELIVER TO AGENT FROM
TIME TO TIME A REPORT OF A REPUTABLE INSURANCE BROKER, REASONABLY SATISFACTORY
TO AGENT, WITH RESPECT TO ITS INSURANCE POLICIES.
(C)
SUCH CREDIT PARTY SHALL DELIVER TO AGENT,
IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO AGENT, ENDORSEMENTS TO (I) ALL
"ALL RISK" AND BUSINESS INTERRUPTION INSURANCE NAMING AGENT, ON BEHALF OF ITSELF
AND LENDERS, AS LOSS PAYEE, AND (II) ALL GENERAL LIABILITY AND OTHER LIABILITY
POLICIES MAINTAINED BY SUCH CREDIT PARTY NAMING AGENT, ON BEHALF OF ITSELF AND
LENDERS, AS ADDITIONAL INSURED.
SUCH CREDIT PARTY IRREVOCABLY MAKES,
CONSTITUTES AND APPOINTS AGENT (AND ALL OFFICERS, EMPLOYEES OR AGENTS DESIGNATED
BY AGENT), SO LONG AS ANY EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING, AS
SUCH CREDIT PARTY'S TRUE AND LAWFUL AGENT AND ATTORNEY-IN-FACT FOR THE PURPOSE
OF MAKING, SETTLING AND ADJUSTING CLAIMS UNDER SUCH "ALL RISK" POLICIES OF
INSURANCE, ENDORSING THE NAME OF SUCH CREDIT PARTY ON ANY CHECK OR OTHER ITEM OF
PAYMENT FOR THE PROCEEDS OF SUCH "ALL RISK" POLICIES OF INSURANCE AND FOR MAKING