AND WILL
CAUSE EACH OF ITS SUBSIDIARIES TO, (A) KEEP AND MAINTAIN ALL PROPERTY MATERIAL
TO THE CONDUCT OF ITS BUSINESS IN GOOD WORKING ORDER AND CONDITION, ORDINARY
WEAR AND TEAR EXCEPTED, AND (B) MAINTAIN, WITH FINANCIALLY SOUND AND REPUTABLE
INSURANCE COMPANIES, INSURANCE IN SUCH AMOUNTS AND AGAINST SUCH RISKS AS ARE
CUSTOMARILY MAINTAINED BY COMPANIES ENGAGED IN THE SAME OR SIMILAR BUSINESSES
OPERATING IN THE SAME OR SIMILAR LOCATIONS. THE BORROWER WILL IN ANY EVENT
MAINTAIN (WITH RESPECT TO ITSELF AND EACH OF ITS SUBSIDIARIES):
(A)
CASUALTY INSURANCE - INSURANCE AGAINST LOSS OR DAMAGE COVERING ALL
OF THE TANGIBLE REAL AND PERSONAL PROPERTY AND IMPROVEMENTS OF THE BORROWER AND
EACH OF ITS SUBSIDIARIES BY REASON OF ANY PERIL (AS DEFINED BELOW) IN SUCH
AMOUNTS (SUBJECT TO SUCH REASONABLE AND CUSTOMARY DEDUCTIBLES AS SHALL BE
SATISFACTORY TO THE ADMINISTRATIVE AGENT) AS SHALL BE REASONABLE AND CUSTOMARY
AND SUFFICIENT TO AVOID THE INSURED NAMED THEREIN FROM BECOMING A CO-INSURER OF
ANY LOSS UNDER SUCH POLICY BUT IN ANY EVENT IN AN AMOUNT (I) IN THE CASE OF
FIXED ASSETS AND EQUIPMENT (EXCLUDING VEHICLES), AT LEAST EQUAL TO 100% OF THE
ACTUAL REPLACEMENT COST OF SUCH ASSETS, SUBJECT TO DEDUCTIBLES AS AFORESAID AND
(II) IN THE CASE OF INVENTORY, NOT LESS THAN THE FAIR MARKET VALUE THEREOF,
SUBJECT TO DEDUCTIBLES AS AFORESAID, PROVIDED THAT INSURANCE IN RESPECT OF
PERILS CONSISTING OF FLOODS SHALL NOT BE REQUIRED TO BE OBTAINED EXCEPT UPON 30
DAYS' PRIOR NOTICE FROM THE ADMINISTRATIVE AGENT.
(B)
AUTOMOBILE LIABILITY INSURANCE FOR BODILY INJURY AND PROPERTY
DAMAGE - INSURANCE AGAINST LIABILITY FOR BODILY INJURY AND PROPERTY DAMAGE IN
RESPECT OF ALL VEHICLES (WHETHER OWNED, HIRED OR RENTED BY THE BORROWER OR ANY
OF ITS SUBSIDIARIES) AT ANY TIME LOCATED AT, OR USED IN CONNECTION WITH, ITS
PROPERTIES OR OPERATIONS IN SUCH AMOUNTS AS ARE THEN CUSTOMARY FOR VEHICLES USED
IN CONNECTION WITH SIMILAR PROPERTIES AND BUSINESSES, BUT IN ANY EVENT TO THE
EXTENT REQUIRED BY APPLICABLE LAW.
(C)
COMPREHENSIVE GENERAL LIABILITY AND PROFESSIONAL LIABILITY
INSURANCE - INSURANCE AGAINST CLAIMS FOR BODILY INJURY, DEATH OR PROPERTY DAMAGE
OCCURRING ON, IN OR ABOUT THE PROPERTIES (AND ADJOINING STREETS, SIDEWALKS AND
WATERWAYS) OF THE BORROWER AND ITS SUBSIDIARIES AND PROFESSIONAL LIABILITY
INSURANCE, IN AN AMOUNT EQUAL TO AT LEAST $10,000,000.
(D)
WORKERS' COMPENSATION INSURANCE - WORKERS' COMPENSATION INSURANCE
(INCLUDING, WITHOUT LIMITATION, EMPLOYERS' LIABILITY INSURANCE) TO THE EXTENT
REQUIRED BY APPLICABLE LAW.
42
(E)
BUSINESS INTERRUPTION INSURANCE - INSURANCE AGAINST LOSS OF
OPERATING INCOME (UP TO AN AGGREGATE AMOUNT EQUAL TO $20,000,000 AND SUBJECT TO
A DEDUCTIBLE, OR SELF-INSURED AMOUNT, NOT IN EXCESS OF $250,000) BY REASON OF
ANY PERIL.
Such insurance shall be written by financially responsible companies selected by
the Borrower and (except for automobile insurance) having an A.M. Best rating of
"A" or better and being in a financial size category of VII or larger (or, with
respect to professional liability insurance only, an equivalent rating by a
European equivalent of A.M. Best), or by other companies acceptable to the