INSURANCE
(A)
THE BORROWERS SHALL:
(I)
INSURE AND KEEP INSURED, WITH
FINANCIALLY SOUND AND REPUTABLE INSURERS, AND IN ACCORDANCE WITH LOCAL
REGULATIONS, ALL ITS ASSETS AND BUSINESS AGAINST ALL
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INSURABLE LOSSES, WHICH SHALL INCLUDE ALL THE INSURANCES SPECIFIED IN SCHEDULE 4
(INSURANCE) AND ANY INSURANCE REQUIRED BY LAW;
(II)
PUNCTUALLY PAY ANY PREMIUM, COMMISSION AND
ANY OTHER AMOUNTS NECESSARY FOR EFFECTING AND MAINTAINING IN FORCE EACH
INSURANCE POLICY;
(III)
PROMPTLY NOTIFY THE RELEVANT INSURER OF ANY
CLAIM BY THE RELEVANT BORROWER UNDER ANY POLICY WRITTEN BY THAT INSURER AND
DILIGENTLY PURSUE THAT CLAIM;
(IV)
COMPLY WITH ALL WARRANTIES UNDER EACH POLICY
OF INSURANCE;
(V)
NOT DO OR OMIT TO DO, OR PERMIT TO BE DONE
OR NOT DONE, ANYTHING WHICH MIGHT PREJUDICE THE BORROWERS', OR, WHERE ANY
FINANCE PARTY IS AN ADDITIONAL NAMED INSURED, SUCH FINANCE PARTY'S RIGHT TO
CLAIM OR RECOVER UNDER ANY INSURANCE POLICY; AND
(VI)
NOT VARY, RESCIND, TERMINATE, CANCEL OR CAUSE
A MATERIAL CHANGE TO ANY INSURANCE POLICY UNLESS SUCH INSURANCE POLICY IS
REPLACED BY A NEW INSURANCE POLICY IN ACCORDANCE WITH THE TERMS AND CONDITIONS
OF THIS AGREEMENT,
provided always that, if at any time and for any reason any insurance required
to be maintained under this Agreement shall not be in full force and effect,
then the Facility Agents shall thereupon, or at any time while the same is
continuing, be entitled (but have no such obligation) on their own behalf to
procure that insurance at the expense of the Borrowers and to take all such
steps to minimize hazard as each of the Facility Agents may consider expedient
or necessary.
(B)
EACH INSURANCE POLICY REQUIRED TO BE
OBTAINED PURSUANT TO THIS SECTION 6.12 SHALL BE ON TERMS AND CONDITIONS
ACCEPTABLE TO THE FACILITY AGENTS AND SHALL CONTAIN PROVISIONS TO THE EFFECT
THAT:
(I)
NO POLICY CAN EXPIRE NOR CAN IT BE
CANCELLED OR SUSPENDED BY THE BORROWERS OR THE INSURER FOR ANY REASON (INCLUDING
FAILURE TO RENEW THE POLICY OR TO PAY THE PREMIUM OR ANY OTHER AMOUNT) UNLESS
THE FACILITY AGENTS AND, IN THE CASE OF EXPIRATION OR IF CANCELLATION OR
SUSPENSION IS INITIATED BY THE INSURER, THE BORROWERS RECEIVE AT LEAST
FORTY-FIVE (45) DAYS' NOTICE (OR SUCH LESSER PERIOD AS THE FACILITY AGENTS MAY
AGREE WITH RESPECT TO CANCELLATION, SUSPENSION OR TERMINATION IN THE EVENT OF
WAR AND KINDRED PERIL) PRIOR TO THE EFFECTIVE DATE OF TERMINATION, CANCELLATION
OR SUSPENSION;
(II)
THE FINANCE PARTIES ARE NAMED AS
ADDITIONAL NAMED INSURED ON ALL LIABILITY POLICIES LISTED IN SCHEDULE 4
(INSURANCE); AND
(III)
WHERE RELEVANT, ALL ITS PROVISIONS (EXCEPT
THOSE RELATING TO LIMITS OF LIABILITY) SHALL OPERATE AS IF THEY WERE A SEPARATE
POLICY COVERING EACH INSURED PARTY.
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(C)
EACH BORROWER SHALL USE ANY INSURANCE
PROCEEDS IT RECEIVES FOR LOSS OF OR DAMAGE TO ANY ASSET SOLELY TO REPLACE OR
REPAIR THAT ASSET.
(D)
THE BORROWERS SHALL PROVIDE TO EACH OF THE
FACILITY AGENTS THE FOLLOWING:
(I)
AS SOON AS POSSIBLE AFTER ITS
OCCURRENCE, NOTICE OF ANY EVENT WHICH