Grouped Into 58 Collections of Similar Clauses From Business Contracts
This page contains Insurance clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Insurance. To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, officers, employees, or agents of the Company or of any subsidiary ("D&O Insurance"), Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum extent of the coverage available for any such director, officer, employee or agent under such policy or policies. If, at the time of the receipt of a notice of a claim pursuant to the term...s hereof, the Company has D&O Insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.View More
Insurance. (a) To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, officers, employees, or agents of the Company or of any subsidiary Agents ("D&O Insurance"), Indemnitee shall be covered by such policy or policies in accordance with its or their terms in such a manner as to provide Indemnitee the same rights and benefits as are accorded to the maximum extent most favorably insured of the coverage available for any such director, officer, em...ployee Company's independent directors, if Indemnitee is an independent director; or agent under such policy of the Company's officers, if Indemnitee is not a director of the Company but is an officer; or policies. of the Company's key employees, if Indemnitee is not an officer or director but is a key employee. If, at the time of the receipt of a notice of a claim pursuant to the terms hereof, the Company has D&O Insurance in effect, effect or otherwise potentially available, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. (b) In the event of a change of control or the Company's becoming insolvent, the Company shall, to the extent reasonably practicable, maintain in force any and all insurance policies then maintained by the Company in providing insurance—directors' and officers' liability, fiduciary, employment practices or otherwise--in respect of the individual directors and officers of the Company, for a fixed period of six (6) years thereafter (a "Tail Policy"). Such coverage shall be non-cancellable and shall be placed and serviced for the duration of its term by the Company's incumbent insurance broker. Such broker shall place the Tail policy with the incumbent insurance carriers using the policies that were in place at the time of the change of control event (unless the incumbent carriers will not offer such policies, in which case the Tail Policy placed by the Company's insurance broker shall be substantially comparable in scope and amount as the expiring policies, and the insurance carriers for the Tail Policy shall have an AM Best rating that is the same or better than the AM Best ratings of the expiring policies). View More
Insurance. (a) To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or fiduciaries of the Company or any other Enterprise, Indemnitee shall be covered by such policy or policies to the same extent as the most favorably-insured persons under such policy or policies in a comparable position. (b) The Company shall use commercially reasonable best efforts to (a) maintain an... insurance policy or policies providing liability insurance for directors, officers, employees, or agents of the Company or of any subsidiary ("D&O Insurance"), other Enterprise and (b) to provide that until at least the sixth (6th) anniversary of the date of expiration of the Indemnitee's period of service with the Company, Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum extent of the coverage available for any such director, officer, employee or agent under such policy or policies. If, at the time of the receipt of a notice of a claim pursuant to the terms hereof, the Company has D&O Insurance director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. View More
Insurance. To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, officers, employees, or agents of the Company or of any subsidiary ("D&O Insurance"), Indemnitee shall be covered by named as an insured in such policy or policies in accordance with its or their terms a manner as to provide Indemnitee the same rights and benefits as are accorded to the maximum extent most favorably insured of the coverage available for any such director, officer..., employee Company's directors, if Indemnitee is a director; or agent under such policy of the Company's officers, if Indemnitee is not a director of the Company but is an officer; or policies. of the Company's key employees, if Indemnitee is not an officer or director but is a key employee. If, at the time of the receipt of a notice notification of a claim proceeding pursuant to the terms hereof, the Company has D&O Insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. View More
Insurance. The Company may, at its discretion, apply for and procure in its own name and for its own benefit life and/or disability insurance on Executive in any amount or amounts considered advisable. Executive agrees to cooperate in any medical or other examination, supply any information and execute and deliver any applications or other instruments in writing as may be reasonably necessary to obtain and constitute such insurance.
Insurance. The Company may, at its discretion, apply for and procure in its own name and for its own benefit life and/or disability insurance on Executive Employee in any amount or amounts considered advisable. Executive Employee agrees to cooperate in any medical or other examination, supply any information and execute and deliver any applications or other instruments in writing as may be reasonably necessary to obtain and constitute such insurance.
Insurance. The Company may, at its discretion, apply for and procure in its own name and for its own benefit life and/or disability insurance on Executive in any amount or amounts considered advisable. Executive agrees to cooperate in any medical or other examination, supply any information and execute and deliver any applications or other instruments in writing as may be reasonably necessary to obtain and constitute such insurance. Executive hereby represents that Executive has no reason to believe that E...xecutive's life is not insurable at rates now prevailing for healthy men of Executive's age. View More
Insurance. The Company may, at its discretion, apply for and procure in its own name and for its own benefit life and/or disability insurance on Executive in any amount or amounts considered advisable. Executive agrees to cooperate in any medical or other examination, supply any information and execute and deliver any applications or other instruments in writing as may be reasonably necessary to obtain and constitute such insurance. Executive hereby represents that Executive has no reason to believe that E...xecutive's life is not insurable at rates now prevailing for healthy men of Executive's age. View More
Insurance. 9.1. Maintenance of Insurance. The Company will maintain with financially sound and reputable insurers insurance with respect to its properties and business against such casualties and contingencies as shall be in accordance with general practices of businesses engaged in similar activities in similar geographic areas. Such insurance shall be in such minimum amounts that each the Company will not be deemed a co-insurer under applicable insurance laws, regulations and policies and otherwise shall... be in such amounts, contain such terms, be in such forms and be for such periods as may be reasonably satisfactory to the Agent. Without limiting the foregoing, the Company will (a) keep all of its physical property insured with casualty or physical hazard insurance on an "all risks" basis, with broad form flood and earthquake coverages and electronic data processing coverage, with a full replacement cost endorsement and an "agreed amount" clause in an amount equal to 100% of the full replacement cost of such property, (b) maintain all such workers' compensation or similar insurance as may be required by law and (c) maintain, in amounts and with deductibles equal to those generally maintained by businesses engaged in similar activities in similar geographic areas, general public liability insurance against claims of bodily injury, death or property damage occurring, on, in or about the properties of the Company; business interruption insurance; and product liability insurance. -8- 9.2. Insurance Proceeds. The proceeds of any casualty insurance in respect of any casualty loss of any of the Collateral shall, subject to the rights, if any, of other parties with an interest having priority in the property covered thereby, (a) so long as no Event of Default has occurred and is continuing and to the extent that the amount of such proceeds is less than $100,000, be disbursed to the Company for direct application by the Company solely to the repair or replacement of the Company's property so damaged or destroyed and (b) in all other circumstances, be held by the Agent as cash collateral for the Obligations. The Agent may, at its sole option, disburse from time to time all or any part of such proceeds so held as cash collateral, upon such terms and conditions as the Agent may reasonably prescribe, for direct application by the Company solely to the repair or replacement of the Company's property so damaged or destroyed, or the Agent may apply all or any part of such proceeds to the Obligations. 9.3. Continuation of Insurance. In the event of failure by the Company to provide and maintain insurance as herein provided, the Agent may, at its option, provide such insurance and charge the amount thereof to the Company. The Company shall furnish the Agent, at the request of the Agent, with certificates of insurance and policies evidencing compliance with the foregoing insurance provision.View More
Insurance. 9.1. Maintenance of Insurance. The Company will maintain with financially sound and reputable insurers insurance with respect to its properties and business against such casualties and contingencies as shall be in accordance with general practices of businesses engaged in similar activities in similar geographic areas. Such insurance shall be in such minimum amounts that each the Company will not be deemed a co-insurer coinsurer under applicable insurance laws, regulations and policies and other...wise shall be in such amounts, contain such terms, be in such forms and be for such periods as may be reasonably satisfactory to the Agent. Secured Party. In addition, all such insurance shall be payable to the Secured Party as loss payee. Without limiting the foregoing, the Company will (a) (i) keep all of its physical property insured with casualty or physical hazard insurance on an "all risks" basis, with broad form flood and earthquake coverages and electronic data processing coverage, with a full replacement cost endorsement and an "agreed amount" clause in an amount equal to 100% 100 percent of the full replacement cost of such property, (b) (ii) maintain all such workers' compensation or similar insurance as may be required by law and (c) (iii) maintain, in amounts and with deductibles equal to those generally maintained by businesses engaged in similar activities in similar geographic areas, general public liability insurance against claims of bodily injury, death or property damage occurring, on, in or about the properties of the Company; business interruption insurance; and product liability insurance. -8- 9.2. Insurance Proceeds. The In addition, the proceeds of any casualty insurance in respect of any casualty loss of any of the Collateral shall, subject to the rights, if any, of other parties with an a prior interest having priority in the property covered thereby, (a) (i) so long as no Event of Default has occurred and is continuing and to the extent that the amount of such proceeds is less than $100,000, be disbursed to the Company for direct application by the Company solely to the repair or replacement of the Company's property so damaged or destroyed and (b) (ii) in all other circumstances, be held by the Agent Secured Party as cash collateral for the Obligations. The Agent Secured Party may, at its sole option, disburse from time to time all or any part of such proceeds so held as cash collateral, upon such terms and conditions as the Agent Secured Party may reasonably prescribe, for direct application by the Company solely to the repair or replacement of the Company's property so damaged or destroyed, or the Agent Secured Party may apply all or any part of such proceeds to the Obligations. 9.3. Continuation All policies of Insurance. insurance shall provide for at least thirty (30) days prior written cancellation notice to the Secured Party. In the event of failure by the Company to provide and maintain insurance as herein provided, the Agent Secured Party may, at its option, provide such insurance and charge the amount thereof to the Company. The Company shall furnish the Agent, at the request of the Agent, Secured Party with certificates of insurance and policies evidencing compliance with the foregoing insurance provision. provisions as may be reasonably requested in writing. View More
Insurance. 9.1. 10.1. Maintenance of Insurance. The Company Borrower will maintain maintain, with financially sound and reputable insurers insurers, insurance with respect to its properties and business against such casualties and contingencies as shall be in accordance with general practices of businesses engaged in similar activities in similar geographic areas. Such insurance shall be in such minimum amounts that each the Company Borrower will not be deemed a co-insurer under applicable insurance laws, ...regulations and policies and otherwise shall be in such amounts, contain such terms, be in such forms and be for such periods as may be reasonably satisfactory to the Agent. In addition, all such property casualty insurance shall be payable to the Agent as loss payee under a loss payee clause reasonably acceptable to the Agent. Without limiting the foregoing, the Company Borrower will (a) keep all of its physical property insured with casualty or physical hazard insurance on an "all risks" basis, with broad form flood and earthquake coverages and electronic data processing coverage, with a full replacement cost endorsement and an "agreed amount" clause in an amount equal to 100% of the full replacement cost of such property, (b) maintain all such workers' compensation or similar insurance as may be required by law and (c) maintain, in amounts and with deductibles equal to those generally maintained by businesses engaged in similar activities in similar geographic areas, general public liability insurance against claims of bodily injury, death or property damage occurring, on, in or about the properties of the Company; Borrower; business interruption insurance; and product liability insurance. -8- 9.2. 6 10.2. Insurance Proceeds. The proceeds of any casualty insurance in respect of any casualty loss of any of the Collateral shall, subject to the rights, if any, of other parties with an interest having priority in the property covered thereby, (a) so long as no Event of Default has occurred and is continuing and to the extent that the amount of such proceeds is less than $100,000, continuing, be disbursed to the Company Borrower for direct application by the Company solely Borrower to the repair or replacement of the Company's Borrower's property so damaged or destroyed destroyed, with any excess proceeds to be retained by the Borrower, and (b) in all other circumstances, if an Event of Default has occurred and is continuing, be distributed to the Agent to be held by the Agent as cash collateral for the Secured Obligations. The Agent may, at its sole option, disburse from time to time all or any part of such proceeds so held as cash collateral, upon such terms and conditions as the Agent may reasonably prescribe, for direct application by the Company Borrower solely to the repair or replacement of the Company's Borrower's property so damaged or destroyed, or the Agent may apply all or any part of such proceeds to the Secured Obligations. 9.3. 10.3. Continuation of Insurance. All policies of insurance shall provide for at least thirty (30) days prior written cancellation notice to the Agent. In the event of failure by the Company Borrower to provide and maintain insurance as herein provided, the Agent may, at its option, provide such insurance and charge the amount thereof to the Company. Borrower. The Company Borrower shall furnish the Agent, at the request of the Agent, Agent with certificates of insurance and policies evidencing compliance with the foregoing insurance provision. View More
Insurance. 9.1. 10.1. Maintenance of Insurance. The Company Debtor will maintain with financially sound and reputable insurers insurance with respect to its properties and business against such casualties and contingencies as shall be in accordance with general practices of businesses engaged in similar activities in similar geographic areas. Such insurance shall be in such minimum amounts that each the Company Debtor will not be deemed a co-insurer coinsurer under applicable insurance laws, regulations an...d policies and otherwise shall be in such amounts, contain such terms, be in such forms and be for such periods as may be reasonably satisfactory to the Agent. Secured Party. In addition, all such insurance shall be payable to the Secured Party as loss payee under a "standard" loss payee clause. Without limiting the foregoing, the Company Debtor will (a) (i) keep all of its physical property insured with casualty or physical hazard insurance on an "all risks" basis, with broad form flood and earthquake coverages coverage and electronic data processing coverage, with a full replacement cost endorsement and an "agreed amount" clause in an amount equal to 100% one hundred (100%) percent of the full replacement cost of such property, (b) (ii) maintain all such workers' compensation or similar insurance as may be required by law and (c) (iii) maintain, in amounts and with deductibles equal to those generally maintained by businesses engaged in similar activities in similar geographic , areas, general public liability insurance against claims of bodily injury, death or property damage occurring, on, in or about the properties of the Company; Debtor business interruption insurance; and product liability insurance. -8- 9.2. 10.2. Insurance Proceeds. The proceeds of any casualty insurance in respect of any casualty loss of any of the Collateral shall, subject to the rights, if any, of other parties with an a prior interest having priority in the property covered thereby, (a) (i) so long as no Default or Event of Default has occurred and is continuing and to the extent that the amount of such proceeds is less than $100,000, continuing, be disbursed to the Company Debtor for direct application by the Company Debtor solely to the repair or replacement of the Company's Debtor's property so damaged or destroyed and (b) (ii) in all other circumstances, be held by the Agent Secured Party as cash collateral for the Obligations. The Agent Secured Party may, at its sole option, disburse from time to time all or any part of such proceeds so held as cash collateral, upon such terms and conditions as the Agent Secured Party may reasonably prescribe, for direct application by the Company Debtor solely to the repair or replacement of the Company's Debtor's property so damaged or destroyed, or the Agent Secured Party may apply all or any part of such proceeds to the Obligations. 9.3. Continuation 10.3. Notice of Insurance. Cancellation. All policies of insurance shall provide for at least sixty (60) days prior written cancellation notice to the Secured Party. In the event of failure by the Company Debtor to provide and maintain insurance as herein provided, the Agent may, Secured Party may at its option, provide such insurance and charge the amount thereof to the Company. Debtor. The Company Debtor shall furnish the Agent, at the request of the Agent, Secured Party with certificates of insurance and policies evidencing compliance with the foregoing insurance provision. View More
Insurance. 11.1 Tenant shall keep in force throughout the Term: (a) a Commercial General Liability insurance policy or policies to protect the Landlord Entities against any liability to the public or to any invitee of Tenant or a Landlord Entity incidental to the use of or resulting from any accident occurring in or upon the Premises with a limit of not less than $1,000,000 per occurrence and not less than $2,000,000 in the annual aggregate, or such larger amount as Landlord may prudently require from time... to time to the extent not outside of the range of coverage required in like-kind of buildings in the Billerica market area, covering bodily injury and property damage liability and $1,000,000 products/completed operations aggregate; (b) Business Auto Liability covering owned, non-owned and hired vehicles with a limit of not less than $1,000,000 per accident; (c) Worker's Compensation Insurance with limits as required by statute and Employers Liability with limits of $500,000 each accident, $500,000 disease policy limit, $500,000 disease—each employee; (d) All Risk or Special Form coverage protecting Tenant against loss of or damage to Tenant's alterations, additions, improvements, carpeting, floor coverings, panelings, decorations, fixtures, inventory and other business personal property situated in or about the Premises to the full replacement value of the property so insured. 11.2 The aforesaid policies shall (a) be provided at Tenant's expense; (b) name the Landlord Entities as additional insureds (General Liability) and loss payee (Property—Special Form); (c) be issued by an insurance company with a minimum Best's rating of "A-:VII" during the Term; and (d) provide that said insurance shall not be canceled unless thirty (30) days prior written notice (ten days for non-payment of premium) shall have been given to Landlord; a certificate of Liability insurance on ACORD Form 25 and a certificate of Property insurance on ACORD Form 27 shall be delivered to Landlord by Tenant upon the Commencement Date and at least thirty (30) days prior to each renewal of said insurance. 16 11.3 Whenever Tenant shall undertake any alterations, additions or improvements in, to or about the Premises ("Work") the aforesaid insurance protection must extend to and include injuries to persons and damage to property arising in connection with such Work, without limitation including liability under any applicable structural work act, and such other insurance as Landlord shall require; and the policies of or certificates evidencing such insurance must be delivered to Landlord prior to the commencement of any such Work.View More
Insurance. 11.1 Tenant shall keep in force throughout the Term: (a) a Commercial General Liability insurance policy or policies to protect the Landlord Entities against any liability to the public or to any invitee of Tenant or a Landlord Entity incidental to the use of or resulting from any accident occurring in or upon the Premises with a limit of not less than $1,000,000 per occurrence and not less than $2,000,000 in the annual aggregate, or such larger amount as Landlord may prudently require from time... to time to the extent not outside of the range of coverage required taking into consideration insurance requirements imposed upon similar tenants operating similar businesses in like-kind of buildings located in the Billerica market area, same rental market, covering bodily injury and property damage liability and $1,000,000 products/completed operations aggregate; liability; (b) Business Auto Liability covering owned, non-owned and hired vehicles with a limit of not less than $1,000,000 per accident; (c) Worker's Compensation Insurance with limits as required by statute and statute; (d) Employers Liability with limits of $500,000 $1,000,000 each accident, $500,000 $1,000,000 disease policy limit, $500,000 disease—each $1,000,000 disease-each employee; (d) (e) All Risk or Special Form coverage protecting Tenant against loss of or damage to Tenant's alterations, additions, improvements, carpeting, floor coverings, panelings, decorations, fixtures, inventory and other business personal property situated in or about the Premises Property to the full fall replacement value of the property so insured. insured, (f) Business Interruption Insurance for 100% of the 12 months actual loss sustained, and (g) Excess Liability in the amount of $5,000,000. 9 11.2 The aforesaid policies shall (a) be provided at Tenant's expense; (b) name the Landlord Entities as additional insureds (General Liability) and loss payee (Property—Special Form); Liability); (c) be issued by an insurance company with a minimum Best's rating of "A-:VII" during the Term; and (d) provide that said insurance shall not be canceled unless thirty (30) days prior written notice (ten days for non-payment of premium) shall have been given to Landlord; a certificate of Liability insurance on ACORD Form 25 and a certificate of Property insurance on ACORD Form 27 form 28 shall be delivered to Landlord by Tenant upon the Commencement Date and at least thirty (30) days prior to each renewal of said insurance. 16 11.3 Whenever Tenant shall undertake any alterations, additions or improvements in, to or about the Premises ("Work") the aforesaid liability insurance protection must extend to and include injuries to persons and damage to property arising in connection with such Work, without limitation including liability under any applicable structural work act, and such other insurance as Landlord shall require; act; and the policies of or certificates evidencing such insurance must be delivered to Landlord prior to the commencement of any such Work. 11.4 Self-insurance is permitted as to any of the above-described policies to the extent permitted by law, as long as the conditions of this Section 11.4 are met Coverage through self-insurance means that Tenant or its Affiliate providing self-insurance hereunder would be responsible for any amount it elects to self-insure as though it were the insurer under the applicable policy specified above. Self-insurance with respect to liability insurance is permitted only so long as Tenant or its Affiliate, whichever is providing the self-insurance hereunder, has a current tangible net worth of not less than $100,000,000. If at any time Tenant or its Affiliate, whichever is providing the self-insurance hereunder, does not have such net worth, it must obtain liability insurance as required under Section 11.1. If Tenant elects to self-insure, Tenant shall provide audited financial statements to Landlord annually to establish that such net worth requirement is satisfied. Tenant shall provide evidence of catastrophic coverage, being liability insurance coverage over and above the liability amount, if any, which Tenant elects to self-insure, through so-called "excess liability" or "umbrella liability" coverage. The provisions of this Article 11 apply to such catastrophic coverage. 11.5 Landlord shall maintain throughout the Term "All-Risk" or "Special Form" property insurance covering the full replacement value of the Premises and the Building, including, without limitation, the Tenant Improvements. View More
Insurance. 11.1 Tenant 11.1Tenant shall keep in force throughout the Term: (a) a Commercial General Liability insurance policy or policies to protect the Landlord Entities against any liability to the public or to any invitee of Tenant or a Landlord Entity incidental to the use of or resulting from any accident occurring in or upon the Premises with a limit of not less than $1,000,000 $1,000,000.00 per occurrence and not less than $2,000,000 $2,000,000.00 in the annual aggregate, or such larger amount as L...andlord may prudently require from time to time to the extent not outside of the range of coverage required in like-kind of buildings in the Billerica market area, time, covering bodily injury and property damage liability and $1,000,000 products/completed operations aggregate; (b) Business Auto Liability covering owned, non-owned and hired vehicles with a limit of not less than $1,000,000 per accident; (c) Worker's Compensation Insurance with limits as required by statute and Employers Liability with limits of $500,000 each accident, $500,000 disease policy limit, $500,000 disease—each disease--each employee; (d) All Risk or Special Form coverage protecting Tenant against loss of or damage to Tenant's alterations, additions, improvements, carpeting, floor coverings, panelings, decorations, fixtures, inventory and other business personal property situated in or about the Premises to the full replacement value of the property so insured. 11.2 The insured; and, (e) Business Interruption Insurance with limit of liability representing loss of at least approximately six (6) months of income. 11.2The aforesaid policies shall (a) be provided at Tenant's expense; (b) name the Landlord Entities as additional insureds (General Liability) and loss payee (Property—Special Form); (c) be issued by an insurance company with a minimum Best's rating of "A-:VII" during the Term; and (d) provide that said insurance shall not be canceled unless thirty (30) days prior written notice (ten days for non-payment of premium) shall have been given to Landlord; a certificate of Liability insurance on ACORD Form 25 and a certificate of Property insurance on ACORD Form 27 shall be delivered to Landlord by Tenant upon the Commencement Date and at least thirty (30) days prior to each renewal of said insurance. 16 11.3 Whenever 11.3Whenever Tenant shall undertake any alterations, additions or improvements in, to or about the Premises ("Work") the aforesaid insurance protection must extend to and include injuries to persons and damage to property arising in connection with such Work, without limitation including liability under any applicable structural work act, and such other insurance as Landlord shall require; and the policies of or certificates evidencing such insurance must be delivered to Landlord prior to the commencement of any such Work. 11.4Landlord agrees to maintain in full force and effect, at all times during the Term of this Lease, (i) property damage insurance covering the Building and Landlord's property in amounts of coverage as is required by any institutional mortgagee of the Building or, if there is no institutional mortgagee of the Building, then in amounts of coverage as may from time to time be carried by reasonably prudent owners of comparable buildings in Cambridge, Massachusetts; and (ii) commercial general liability insurance with respect to the Building in an amount not less than amounts required to be carried by Tenant under this Lease for such liability coverage. Landlord may satisfy such insurance requirements by including the Property in a so called "blanket" insurance policy. View More
Insurance. 11.1 Tenant shall keep in force throughout the Term: (a) a Commercial General Liability insurance policy or policies to protect the Landlord Entities against any liability to the public or to any invitee of Tenant or a Landlord Entity incidental to the use of or resulting from any accident occurring in or upon the Premises with a limit of not less than $1,000,000 $1,000,000.00 per occurrence and not less than $2,000,000 $2,000,000.00 in the annual aggregate, or such larger amount as Landlord may... prudently require from time to time to the extent not outside of the range of coverage required in like-kind of buildings in the Billerica market area, time, covering bodily injury and property damage liability and $1,000,000 products/completed operations aggregate; liability; (b) Business Auto Liability covering owned, non-owned and hired vehicles with a limit of not less than $1,000,000 $250,000 per accident; (c) Worker's Compensation Insurance with limits as required by statute statute; and Employers Liability with limits of $500,000 each accident, $500,000 disease policy limit, $500,000 disease—each employee; (d) All Risk or Special Form coverage protecting Tenant against loss of or damage to Tenant's alterations, additions, improvements, carpeting, floor coverings, panelings, decorations, fixtures, inventory and other business personal property situated situation in or about the Premises to the full replacement value of the property so insured. 15 11.2 The aforesaid policies shall (a) be provided at Tenant's expense; (b) name the Landlord Entities as additional insureds (General Liability) and loss payee (Property—Special Form); (c) be issued by an on-shore insurance company with a minimum Best's rating of "A-:VII" "A" during the Term; and (d) provide that said insurance shall not be canceled unless thirty (30) days Days prior written notice (ten days for non-payment of premium) shall have been given to Landlord; a certificate of Liability insurance on ACORD Form 25 and a certificate of Property property insurance on ACORD Form 27 28 shall be delivered to Landlord by Tenant upon the Commencement Date and at least thirty (30) days prior to each renewal of said insurance. 16 11.3 Whenever Tenant shall undertake any alterations, additions or improvements in, to or about the Premises ("Work") Tenant's Improvements, the aforesaid insurance protection must extend to and include injuries to persons and damage to property arising in connection with such Work, Tenant's Improvements, without limitation including liability under any applicable structural work act, and such other insurance as Landlord shall require; and the policies of or certificates evidencing such insurance must be delivered to Landlord prior to the commencement of any such Work. View More
Insurance. The provisions of Section 17 of the Master Lease Agreement pertaining to insurance shall be incorporated into this Sublease, subject to the following terms. For purposes of this Sublease, the term "Tenant" in Section 17 of the Master Lease Agreement shall be deemed to mean Subtenant and the term "Landlord" shall be deemed to mean Master Landlord (except that the release and waiver of subrogation in the fourth paragraph shall also apply as between Sublandlord and Subtenant, as well as between Sub...landlord and Subtenant) and the term "Premises" shall mean the "Subleased Premises", except that all policies of liability insurance required to be maintained by Subtenant hereunder and thereunder shall name Sublandlord and Master Landlord as additional named insureds and all notices related to such insurance and all evidence of such policies shall be delivered to Sublandlord and Master Landlord. The form of insurance certificate to be provided by Sublandlord shall be subject to approval by Sublandlord and Master Landlord.View More
Insurance. The provisions of Section 17 of the Master Lease Agreement pertaining to insurance shall be incorporated into this Sublease, Sub-Sublease (but the provisions of Section 8(i) of the Fourth Amendment shall not be incorporated into this Sub-Sublease), subject to the following terms. For purposes of this Sublease, Sub-Sublease, the term "Tenant" in Section 17 of the Master Lease Agreement shall be deemed to mean Subtenant Sub-Subtenant and the term "Landlord" shall be deemed to mean Master Landlord ...(except that the release and waiver of subrogation in the fourth paragraph shall also apply as between Sublandlord Sub-Sublandlord and Subtenant, Sub-Subtenant, as well as between Sublandlord and Sub- Subtenant) and the term "Premises" shall mean the "Subleased "Sub-Subleased Premises", except that all policies of liability insurance required to be maintained by Subtenant Sub-Subtenant hereunder and thereunder shall name Sub-Sublandlord, Sublandlord and Master Landlord as additional named insureds and all notices related to such insurance and all evidence of such policies shall be delivered to Sub-Sublandlord, Sublandlord and Master Landlord. The form of insurance certificate to be provided by Sublandlord Sub-Sublandlord shall be subject to approval by Sub-Sublandlord, Sublandlord and Master Landlord. View More
Insurance. The provisions of Section 17 Article 7 of the Master Lease Agreement pertaining to insurance shall be incorporated into this Sublease, subject to the following terms. For purposes of this Sublease, the term "Tenant" in Section 17 Article 7 of the Master Lease Agreement shall be deemed to mean Subtenant Subtenant, and the term "Landlord" shall be deemed to mean Master Landlord (except that the release and waiver of subrogation in the fourth paragraph shall also apply as between Sublandlord and Su...btenant, as well as between Sublandlord and Subtenant) and the term "Premises" shall mean the "Subleased Premises", Premises," except that all policies of liability insurance required to be maintained by Subtenant hereunder and thereunder shall name Sublandlord and Master Landlord as additional named insureds and all notices related to such insurance and all evidence of such policies shall be delivered to Sublandlord and Master Landlord. The form of insurance certificate to be provided by Sublandlord shall be subject to approval by Sublandlord and Master Landlord.View More
Insurance. The provisions (a) Coverage. At all times during the Sub-Sublease Term, Sub-Subtenant will, at its sole cost, procure and maintain the insurance coverage required of Section 17 Sublandlord under the Sublease. (b) Policies. Sub-Subtenant must provide Sub-Sublandlord with certificates of insurance (with the policy of insurance required under Article 14.1 of the Master Lease Agreement pertaining to Prime Lease) showing Sub-Sublandlord, Sublandlord and Prime Landlord as additional insureds on all po...licies of insurance by the earlier of the Commencement Date or the date Sub-Subtenant takes possession of the Sublease Premises. Sub-Subtenant's policies of insurance shall be incorporated into this Sublease, subject provide that they are primary coverage for all matters insured therein. The certificate must provide for a thirty (30) day written notice to Sub-Sublandlord in the event of cancellation. Sub-Subtenant shall give thirty (30) days prior written notice to Sub-Sublandlord of any proposed material changes in coverage. (c) Subrogation. Sub-Sublandlord and Sub-Subtenant will each obtain front their respective insurers under all policies of fire, theft, public liability and other insurance maintained by either of them at any time during the Sub-Sublease Term insuring or covering the Sublease Premises, a Waiver of all rights of subrogation which the insurer of one party might otherwise have, if at all, against the other party. With respect to the following terms. For purposes waiver of this Sublease, subrogation contained in the term "Tenant" in Section 17 of the Master Lease Agreement Prime Lease, such waiver shall be deemed to mean Subtenant be modified to constitute an agreement by and the term "Landlord" shall be deemed to mean Master Landlord (except that the release among Prime Landlord, Sublandlord, Sub-Sublandlord and waiver of subrogation in the fourth paragraph shall also apply as between Sublandlord and Subtenant, as well as between Sublandlord and Subtenant) and the term "Premises" shall mean the "Subleased Premises", except that all policies of liability insurance required to be maintained by Subtenant hereunder and thereunder shall name Sublandlord and Master Landlord as additional named insureds and all notices related to such insurance and all evidence of such policies shall be delivered to Sublandlord and Master Landlord. The form of insurance certificate to be provided by Sublandlord shall be subject to approval by Sublandlord and Master Landlord. Sub-Subtenant. View More
Insurance. Subtenant shall maintain (at a minimum) the insurance coverage required by the Master Lease in the form and subject to the requirements contained therein. The minimum limits of policies of insurance required of Subtenant under this Sublease shall in no event limit the liability of Subtenant under this Sublease. In addition to the insurance requirements set forth in the Master Lease, such insurance shall: (a) name Sublandlord, Master Landlord and any other party Sublandlord so specifies, as an ad...ditional insured or loss payee; (b) be issued by an insurance provider licensed to do business in the province in which the Sublease Premises is located having a rating of not less than A-VIII in Best's Insurance Guide or which is otherwise acceptable to Sublandlord; (c) be primary insurance as to all claims thereunder and provide that any insurance carried by Sublandlord or Master Landlord is excess and is non-contributing with any insurance requirement of Subtenant; (d) provide that said insurance shall not be canceled or coverage changed unless thirty (30) days' prior written notice shall have been given to Sublandlord and Master Landlord; and (e) have deductible amounts not to exceed $5,000.00. Notwithstanding the foregoing, Sublandlord may require Subtenant to conform, with respect to the Sublease Premises, to such additional and/or greater insurance requirements as may be required from time to time under the Master Lease or by the Master Landlord. Subtenant shall deliver said policy or policies or certificates thereof to Sublandlord on or before the Commencement Date and at least thirty (30) days before the expiration dates thereof. If Subtenant shall fail to procure such insurance, or to deliver such policies or certificate, within such time periods, Sublandlord may, at its option, in addition to all of its other rights and remedies under this Sublease, and without regard to any notice and cure periods set forth in this Sublease, procure such policies for the account of Subtenant, and the cost thereof shall be paid to Sublandlord as Sublease Additional Rent within ten (10) days after delivery of bills therefor. 6 Subtenant agrees to have its insurance companies issuing property damage insurance waive any rights of subrogation that such companies may have against Sublandlord and/or Master Landlord. Subtenant hereby waives any right or claim that it may have against Sublandlord on account of any loss or damage to its property to the extent such loss or damage is insurable under policies of insurance for fire and all risk coverage, theft, public liability, or other similar insurance. Subtenant shall carry and maintain during the entire Sublease term, at Subtenant's sole cost and expense, increased amounts of the insurance required to be carried by Subtenant pursuant to this Section 13, and such other reasonable types of insurance coverage and in such reasonable amounts covering the Sublease Premises and Subtenant's operations therein, as may be reasonably requested by Sublandlord or Master Landlord from time to time.View More
Insurance. (a) Subtenant shall shall, at Subtenant's own cost, maintain (at a minimum) throughout the Sublease Term all of the insurance coverage required to be maintained by Sublandlord (as the "Tenant" under the Master Lease Lease) under the Master Lease, all pursuant to and in accordance with the form terms and subject to requirements of the Master Lease. Subtenant covenants and agrees that all such insurance shall comply with all of the terms and requirements contained therein. The minimum of the Maste...r Lease. In addition, Subtenant shall, at Subtenant's own cost, also maintain throughout the Sublease Term commercial general liability insurance covering bodily injury, death and property damage (including a contractual liability endorsement), with limits of not less than $2,000,000.00 per occurrence and with a $4,000,000.00 general aggregate limit, and with Sublandlord, Master Landlord and their respective designees named as additional insureds thereunder. 4 (b) Subtenant shall (i) name Sublandlord and Master Landlord as additional insureds under all insurance policies required to be maintained by, or actually maintained by, Subtenant, and (ii) provide Sublandlord and Master Landlord, immediately upon demand, with certificates of insurance evidencing the insurance required of Subtenant under this Sublease shall in no event limit the liability of to be maintained by Subtenant under this Sublease. In addition addition, all insurance policies required to the insurance requirements set forth in the Master Lease, be maintained by Subtenant hereunder shall (A) provide that such insurance shall: (a) name Sublandlord, shall not be canceled, terminated or changed or the coverage reduced without thirty (30) days' prior written notice to Sublandlord and Master Landlord, (B) contain a waiver of subrogation provision in favor of Sublandlord and Master Landlord in form and any other party substance reasonably acceptable to Sublandlord so specifies, as an additional insured or loss payee; (b) and Master Landlord, (C) be issued by an insurance provider companies authorized and licensed to do business in the province in which State where the Sublease Premises is are located having and by insurance companies who have a general policy holder's rating of not less than A-VIII "A XII" as stated in the most current available Best's Insurance Guide or which is otherwise Reports and who are also authorized to issue such policies, (D) contain deductibles acceptable to Sublandlord; Sublandlord in Sublandlord's reasonable discretion, and (E) otherwise be in form and substance acceptable to Sublandlord in Sublandlord's reasonable discretion. (c) be primary insurance as to all claims thereunder and provide that any insurance carried by Notwithstanding anything contained in this Sublease or otherwise, (i) Sublandlord or Master Landlord is excess and is non-contributing with any insurance requirement of Subtenant; (d) provide that said insurance shall not be canceled or coverage changed unless thirty (30) days' prior written notice shall have been given liable to Sublandlord and Master Landlord; and (e) have deductible amounts not to exceed $5,000.00. Notwithstanding the foregoing, Sublandlord may require Subtenant to conform, with respect to the Sublease Premises, to such additional and/or greater insurance requirements as may be required from time to time under the Master Lease or by the Master Landlord. for (and Subtenant shall deliver said policy or policies or certificates thereof to Sublandlord on or before the Commencement Date and at least thirty (30) days before the expiration dates thereof. If Subtenant shall fail to procure such insurance, or to deliver such policies or certificate, within such time periods, Sublandlord may, at its option, in addition to hereby unconditionally waives all of its other rights and remedies under this Sublease, and without regard to any notice and cure periods set forth in this Sublease, procure such policies for the account of Subtenant, and the cost thereof shall be paid to Sublandlord as Sublease Additional Rent within ten (10) days after delivery of bills therefor. 6 Subtenant agrees to have its insurance companies issuing property damage insurance waive any rights of subrogation that such companies may have claims against Sublandlord and/or Master Landlord. Subtenant hereby waives any right or claim that it may have against Sublandlord on account of in connection with) any loss or damage to its any property (including, without limitation, any property, equipment or contents of the Premises or located on the Premises) from any cause whatsoever, including, without limitation, the negligence or misconduct of Sublandlord or any of Sublandlord's agents, invitees, employees, contractors or representatives; and (ii) Master Landlord shall not be liable to the extent such Subtenant for (and Subtenant hereby unconditionally waives all claims against Master Landlord in connection with) any loss or damage is insurable under to any property (including, without limitation, any property, equipment or contents of the Premises or located on the Premises) from any cause whatsoever, including, without limitation, the negligence or misconduct of Master Landlord or any of Master Landlord's agents, invitees, employees, contractors or representatives. All policies of insurance for fire and all risk coverage, theft, public liability, extended coverage or other similar insurance. property damage insurance maintained (or required by this Sublease to be maintained) by Subtenant shall carry contain an endorsement in which the insurer recognizes this release by its insured and maintain during waives all rights of legal and conventional subrogation against the entire Sublease term, at Subtenant's sole cost other party, and expense, increased amounts Subtenant agrees that no insurer shall hold any right of the insurance required to be carried by Subtenant pursuant to this Section 13, and such other reasonable types of insurance coverage and in such reasonable amounts covering the Sublease Premises and Subtenant's operations therein, as may be reasonably requested by subrogation against Sublandlord or Master Landlord from time to time. Landlord. (d) Subtenant's obligations and agreements under this Section 5 shall survive the expiration or any earlier termination of this Sublease. View More
Insurance. Subtenant Subtenant, at Subtenant's sole cost and expense, shall maintain (at a minimum) for the insurance coverage required by the Master Lease in the form benefit of Sublandlord and subject to the requirements contained therein. The minimum limits of Prime Landlord such policies of insurance (and in such form) as are required of Sublandlord by the Prime Lease with respect to the Sublease Premises during Subtenant's use and occupancy thereof, including, without limitation, Section 10 of the Ori...ginal Lease, which policies shall be reasonably satisfactory to Sublandlord as to coverage and insurer, provided that Subtenant under this shall, at its sole cost and expense, maintain during the Sublease shall Term each of the following insurance policies, as follows: (a) commercial general liability insurance, including blanket contractual liability, with limits of not less than $1 Million per occurrence and $2 Million in no event limit the liability aggregate, protecting Sublandlord, Prime Landlord and Subtenant against all claims and liabilities for injury or damage to persons or property occurring in, on or about the Sublease Premises or the Building, caused by or resulting from or in connection with any act or omission of Subtenant under and/or Subtenant's employees, agents, contractors, licensees or invitees, (b) commercial automotive liability with limits of not less than $1 Million per occurrence, (c) property insurance covering all of Subtenant's property located on or about the Premises or Building, and (d) Subtenant worker's compensation insurance with at least statutory minimum required limits. Each of the aforesaid Subtenant's insurance policies shall be upon terms and conditions as approved by Sublandlord, provided however Subtenant agrees to maintain such policies with insurers and with amounts, forms, terms, conditions and endorsements which shall be in compliance with the requirements of the Prime Lease should the Prime Lease requirements exceed those required in this Sublease. In addition Sublease; and shall contain an endorsement on all such policies that insurer shall provide at least thirty (30) days prior written notice to the Sublandlord of material changes in terms of insurance requirements set forth in the Master Lease, such or cancellation thereof, which shall be written with insurance shall: (a) name Sublandlord, Master companies reasonably acceptable to Landlord and any other party Sublandlord so specifies, as an additional insured or loss payee; (b) be issued by an insurance provider and licensed to do business in the province in which state where the Sublease Premises is located having a rating of not less than A-VIII in Best's Insurance Guide or which is otherwise acceptable to Sublandlord; (c) be primary insurance as to all claims thereunder located. Subtenant shall include Sublandlord, Prime Landlord and provide that any insurance carried other parties required by Sublandlord or Master Landlord is excess and is non-contributing with any as "additional insureds" on all liability insurance requirement of Subtenant; (d) provide that said insurance shall not be canceled or coverage changed unless thirty (30) days' prior written notice shall have been given to Sublandlord and Master Landlord; and (e) have deductible amounts not to exceed $5,000.00. Notwithstanding the foregoing, Sublandlord may require Subtenant to conform, with respect to the Sublease Premises, to such additional and/or greater insurance requirements as may be required from time to time under the Master Lease or by the Master Landlord. Subtenant shall deliver said policy or policies or certificates thereof to Sublandlord on or before the Commencement Date and at least thirty (30) days before the expiration dates thereof. If Subtenant shall fail to procure such insurance, or to deliver such policies or certificate, within such time periods, Sublandlord may, at its option, in addition to all of its other rights and remedies under this Sublease, and without regard to any notice and cure periods set forth in this Sublease, procure such policies for the account of Subtenant, and the cost thereof shall be paid to Sublandlord as Sublease Additional Rent within ten (10) days after delivery of bills therefor. 6 Subtenant agrees to have its insurance companies issuing property damage insurance waive any rights of subrogation that such companies may have against Sublandlord and/or Master Landlord. Subtenant hereby waives any right or claim that it may have against Sublandlord on account of any loss or damage to its property to the extent such loss or damage is insurable under policies of insurance for fire and all risk coverage, theft, public liability, or other similar insurance. Subtenant shall carry and maintain during the entire Sublease term, at Subtenant's sole cost and expense, increased amounts of the insurance required to be carried maintained by Subtenant pursuant Subtenant, shall provide for a waiver of subrogation against Sublandlord and Prime Landlord on all property insurance policies required to this Section 13, be maintained by Subtenant, shall provide Sublandlord and Prime Landlord with duplicate originals of all policies and endorsements or a certificate thereof, and shall provide Sublandlord notices and other documents provided to Prime Landlord in satisfaction of the requirements of the Prime Lease at such other reasonable types of insurance coverage and in such reasonable amounts covering time as the Sublease Premises and Subtenant's operations therein, as may be reasonably requested by Sublandlord or Master Landlord from time same are provided to time. the Prime Landlord. View More
Insurance. Subtenant shall shall, throughout the term of this Sublease and any renewal or extension hereof, and at its own expense, keep and maintain (at a minimum) in full force and effect, the insurance coverage required by the Master Lease in the form forms and subject to the requirements contained therein. The minimum limits of policies types of insurance required of Subtenant under this Sublease shall in no event limit the liability of Subtenant under this Sublease. In addition to the insurance requir...ements set forth in the Master Lease, such insurance shall: (a) name Sublandlord, Master Landlord and any other party Sublandlord so specifies, as an additional insured or loss payee; (b) be issued by an insurance provider licensed to do business in the province in which the Sublease Premises is located having a rating of not less than A-VIII in Best's Insurance Guide or which is otherwise acceptable to Sublandlord; (c) be primary insurance as to all claims thereunder and provide that any insurance carried by Sublandlord or Master Landlord is excess and is non-contributing with any insurance requirement of Subtenant; (d) provide that said insurance shall not be canceled or coverage changed unless thirty (30) days' prior written notice shall have been given to Sublandlord and Master Landlord; and (e) have deductible amounts not to exceed $5,000.00. Notwithstanding as the foregoing, Sublandlord may require Subtenant to conform, with respect to the Sublease Premises, to such additional and/or greater insurance requirements as may be required from time to time lessee under the Master Lease or by the Master Landlord. Lease. Subtenant shall deliver said policy or policies or certificates thereof to Sublandlord on or before the Commencement Date and at least thirty (30) days before the expiration dates thereof. If Subtenant shall fail to procure such insurance, or to deliver such policies or certificate, within such time periods, Sublandlord may, at its option, in addition to all of its other rights and remedies under this Sublease, and without regard to any notice and cure periods set forth in this Sublease, procure such policies for the account of Subtenant, and the cost thereof shall be paid to Sublandlord as Sublease Additional Rent within ten (10) days after delivery of bills therefor. 6 Subtenant agrees to have its insurance companies issuing property damage insurance waive any rights of subrogation that such companies may have against Sublandlord and/or Master Landlord. Subtenant hereby waives any right or claim that it may have against Sublandlord on account of any loss or damage to its property to the extent such loss or damage is insurable under policies evidence of insurance for fire and all risk coverage, theft, public liability, or other similar insurance. Subtenant shall carry and maintain during the entire Sublease term, at Subtenant's sole cost and expense, increased amounts of the insurance required to be carried by Subtenant hereunder and all required endorsements, identifying Sublandlord and Master Lessor as additional insureds and otherwise complying with the requirements of the Master Lease. As often as any such policy shall expire or terminate, renewal or additional policies shall be procured and maintained by Subtenant pursuant to the terms of this Section 13, Sublease so that at no time shall Subtenant's required insurance coverages lapse. If Subtenant fails to acquire or maintain any insurance or provide any certificate or policy required by this Sublease, and such other reasonable types failure continues for ten (10) business days after written notice from Sublandlord to Subtenant, Sublandlord may, but shall not be required to, obtain such insurance for Sublandlord's benefit and Subtenant shall reimburse Sublandlord for the costs of the premiums of such insurance coverage within ten (10) days of receipt of a written request for reimbursement from Sublandlord. Such amounts shall be Additional Rent payable by Subtenant hereunder and in the event of non-payment thereof, Sublandlord shall have rights with respect to such reasonable amounts covering the Sublease Premises and Subtenant's operations therein, non-payment as may be reasonably requested by Sublandlord or Master Landlord from time it has with respect to time. any other non-payment of rent hereunder. View More
Insurance. The Company shall, from time to time, make the good faith determination whether or not it is practicable for the Company to obtain and maintain a policy or policies of insurance with reputable insurance companies providing the officers and directors of the Company with coverage for losses from wrongful acts, or to ensure the Company's performance of its indemnification obligations under this Agreement. Among other considerations, the Company will weigh the costs of obtaining such insurance cover...age against the protection afforded by such coverage. In all policies of director and officer liability insurance, Indemnitee shall be named as an insured in such a manner as to provide Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if Indemnitee is a director; or of the Company's officers, if Indemnitee is not a director of the Company but is an officer. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain such insurance if the Company determines in good faith that such insurance is not reasonably available, if the premium costs for such insurance are disproportionate to the amount of coverage provided, if the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or if Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the Company.View More
Insurance. The Company shall, from time to time, make the good faith determination whether or not it is practicable for the Company to obtain and maintain a policy or policies of insurance with a reputable insurance companies company providing the officers and directors of the Company Indemnitee with coverage for losses from wrongful acts, acts. For so long as Indemnitee shall remain a director or to ensure the Company's performance officer of its indemnification obligations under this Agreement. Among oth...er considerations, the Company will weigh the costs of obtaining and with respect to any such insurance coverage against the protection afforded by such coverage. In prior service, in all policies of director and officer liability insurance, Indemnitee shall be named as an insured in such a manner as to provide Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if Indemnitee is a director; or of the Company's officers, if Indemnitee is not a director of the Company but is an officer. officers and directors. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain such insurance if the Company determines in good faith that such insurance is not reasonably available, if the premium costs for such insurance are disproportionate to the amount of coverage provided, or if the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or if benefit. The Company shall promptly notify Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the Company. any good faith determination not to provide such coverage. View More
Insurance. The Company shall, from time will use its reasonable best efforts to time, make acquire and maintain directors and officers liability insurance, on terms and conditions deemed appropriate by the good faith determination whether Board of Directors of the Company, with a reputable insurance company covering Indemnitee or not it is practicable any claim made against Indemnitee by reason of Indemnitee's Corporate Status and covering the Company for any indemnification or advance of Expenses made by ...the Company to obtain and maintain a policy or policies Indemnitee for any claims made against Indemnitee by reason of insurance with reputable insurance companies providing the officers and directors of the Company with coverage for losses from wrongful acts, or to ensure the Company's performance of its indemnification obligations under this Agreement. Among other considerations, the Company will weigh the costs of obtaining such insurance coverage against the protection afforded by such coverage. In Indemnitee's Corporate Status. For so long as Indemnitee shall have Corporate Status, Indemnitee shall be named as an insured in all policies of director and officer liability insurance, Indemnitee shall be named as an insured insurance in such a manner as to provide Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if Indemnitee is a director; or officers and directors. If, at the time of the Company's officers, if Indemnitee is not receipt of a director notice of a claim pursuant to the terms of this Agreement, the Company but is an officer. Notwithstanding the foregoing, has director and officer liability insurance in effect, the Company shall have no obligation to obtain or maintain give prompt notice of the commencement of such insurance if the Company determines in good faith that such insurance is not reasonably available, if the premium costs for such insurance are disproportionate proceeding to the amount insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of coverage provided, if Indemnitee, all amounts payable as a result of such proceeding in accordance with the coverage provided by terms of such insurance is limited by exclusions so as to provide an insufficient benefit, or if Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the Company. policies. View More
Insurance. The Company shall, from time to time, make the good faith determination whether or not it is practicable for the Company to obtain and maintain a policy or policies of insurance with a reputable insurance companies company providing the officers and directors of the Company Indemnitee with coverage for losses from wrongful acts, or to ensure the Company's performance of its indemnification obligations under this Agreement. Among other considerations, the Company will weigh the costs of obtaining... such insurance coverage against the protection afforded by such coverage. In acts. For so long as Indemnitee shall have Corporate Status, Indemnitee shall be named as an insured in all policies of director and officer liability insurance, Indemnitee shall be named as an insured insurance in such a manner as to provide Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if Indemnitee is a director; or officers and directors. If, at the time of the Company's officers, if Indemnitee is not receipt of a notice of a claim pursuant to the terms of this Agreement, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company but is an officer. shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain such insurance if the Company determines in good faith that such insurance is not reasonably available, if the premium costs for such insurance are disproportionate to the amount of coverage provided, or if the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or if benefit. 6 15. No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment in connection with any claim made against Indemnitee is covered by similar to the extent Indemnitee has otherwise actually received payment under any insurance maintained by a subsidiary or parent policy, provision of the Company. Certificate or the Bylaws or otherwise of the amounts otherwise indemnifiable hereunder. The Company's obligation to indemnify or advance Expenses hereunder to Indemnitee as a result of the Indemnitee's Corporate Status with an Entity other than the Company shall be reduced by any amount Indemnitee has actually received as indemnification or advancement of Expenses from such other Entity. View More
Insurance. To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or fiduciaries of the Company or any other Enterprise, Indemnitee shall be covered by such policy or policies to the same extent as the most favorably-insured persons under such policy or policies in a comparable position.
Insurance. To the extent that the Company Corporation maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or fiduciaries of the Company or any other Enterprise, Corporation, Indemnitee shall be covered by such policy or policies (including with respect to prior service) to the same extent as the most favorably-insured persons under such policy or policies in a comparable position.
Insurance. To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or fiduciaries of the Company or any other Enterprise, Indemnitee shall be covered by such policy or policies to the same extent as the most favorably-insured persons coverage available for any such director, trustee, general partner, managing member, officer, agent or fiduciary under such policy or policie...s in a comparable position. policies. View More
Insurance. To the extent that At all times while Indemnity is serving as a director of the Company maintains and for six years thereafter, the Company will maintain an insurance policy or policies at its sole and exclusive expense providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or fiduciaries of the Company or any other Enterprise, Indemnitee shall be covered by such policy or policies to the same extent as the most favorably-insured pe...rsons under such policy or policies in a comparable position. View More
Insurance. Subtenant, at its sole cost and expense, shall procure and maintain during the Term all insurance types and coverages required to be maintained by the Tenant under the Master Lease with respect to the Subleased Space. Sublandlord and Master Landlord shall be named as additional insureds on all such insurance policies except with respect to coverages solely on Subtenant's furniture, equipment and other personal property in the Subleased Space. Subtenant hereby agrees that the property damage insu...rance carried by Subtenant hereunder shall provide for the waiver by the insurance carrier of any right of subrogation against Sublandlord and Master Landlord, and Subtenant further agrees that, with respect to any damage to property, the loss of which is covered by insurance carried by Subtenant or which would have been covered by the insurance coverages required to be carried by Subtenant under this Sublease, Subtenant releases Sublandlord and Master Landlord from any and all claims with respect to such loss to the extent of the insurance proceeds paid with respect thereto.View More
Insurance. Subtenant, at its sole cost and expense, shall procure and maintain during the Term all insurance types and coverages required to be maintained by the Tenant under the Master Lease with respect to the Subleased Space. Space, except that it is agreed that Subtenant's insurance as required by Section 14(a) of the Master Lease, may exclude umbrella liability coverage if Subtenant carries commercial general liability insurance meeting the requirements thereof, and in amounts of at least $2,000,000 p...er occurrence and $4,000,000 in the aggregate. Sublandlord and Master Landlord shall be named as additional insureds on all such insurance policies except with respect to coverages solely on Subtenant's furniture, equipment and other personal property in the Subleased Space. Subtenant hereby agrees that the property damage insurance carried by Subtenant hereunder shall provide for the waiver by the insurance carrier of any right of subrogation against Sublandlord and Master Landlord, and Subtenant further agrees that, with respect to any damage to property, the loss of which is covered by insurance carried by Subtenant or which would have been covered by the insurance coverages required to be carried by Subtenant under this Sublease, Subtenant releases Sublandlord and 17 Master Landlord from any and all claims with respect to such loss to the extent of the insurance proceeds paid with respect thereto. In the event that the Master Lease is terminated prior to the Termination Date of this Sublease, this Section 13 shall be superseded in its entirety by the provisions of Section III.9 of the CNDA. View More
Insurance. Subtenant, at its sole cost and expense, Subtenant shall procure obtain and maintain during the Term all insurance types and coverages required to be maintained by coverage for the Tenant under Subleased Premises as specified in the Master Lease to be obtained and maintained by Sublandlord, as Tenant, in amounts not less than those specified in the Master Lease. All such policies of insurance shall be subject to and comply with respect to the Subleased Space. terms and provisions of the Master L...ease and shall, in addition, name Sublandlord as an additional insured thereunder. Section 14.5 of the Master Lease shall govern the waiver of subrogation rights among Sublandlord and Master Landlord shall be named as additional insureds on all such insurance policies except with respect to coverages solely on Subtenant's furniture, equipment and other personal property in the Subleased Space. Subtenant. Subtenant hereby agrees that the property damage insurance carried by Subtenant hereunder shall provide for the waiver by the insurance carrier of any right of subrogation against Sublandlord and Master Landlord, and Subtenant further agrees that, with respect to any damage to property, the loss of which is covered by insurance carried by Subtenant or which would have been covered by the insurance coverages required to be carried by Subtenant under this Sublease, Subtenant releases Sublandlord and Master Landlord from any and all claims with respect to such loss to the extent of the insurance proceeds paid with respect thereto. Landlord. View More
Insurance. Subtenant, at its sole cost and expense, On or before the Early Access Period, Subtenant shall procure obtain and maintain during the Term all insurance types and coverages required coverage for the Subleased Premises as specified in the Overlease to be obtained and maintained by Sublandlord, in amounts not less than those specified in the Tenant under the Master Lease with respect to the Subleased Space. Sublandlord and Master Landlord Overlease. All such policies of insurance shall be named su...bject to and comply with the terms and provisions of the Overlease and shall, in addition, name Sublandlord as an additional insureds on all such insurance policies except with respect to coverages solely on Subtenant's furniture, equipment and other personal property in the Subleased Space. insured thereunder. Subtenant hereby agrees that the property damage insurance carried by Subtenant hereunder shall provide for the waiver by the insurance carrier of any right of subrogation against Sublandlord and Master Landlord, Overlandlord, and Subtenant further agrees that, with respect to any damage to property, the loss of which is covered by insurance carried by Subtenant or which would have been covered by the insurance coverages required to be carried by Subtenant under this Sublease, Subtenant releases Sublandlord and Master Landlord Overlandlord from any and all claims with respect to such loss to the extent of the insurance proceeds paid with respect thereto. View More
Insurance. Insurance. Each Party shall, and shall ensure that their respective Affiliates shall, take out and maintain such types and amounts of liability insurance or, in the case of AstraZeneca, self-insurance to cover liabilities related to its activities under this Supply Agreement as is normal and customary in the pharmaceutical industry generally for Persons similarly situated, and shall upon request provide to the other Party evidence of such insurance coverage. Such insurance coverage shall remain ...in effect throughout the Supply Term and for a period of [***] thereafter.View More
Insurance. Insurance. Insurance: Each Party shall, and shall ensure that their respective Affiliates shall, take out and maintain such types and amounts of liability insurance or, in the case of AstraZeneca, self-insurance to cover liabilities related to its activities under this Supply Agreement as is normal and customary in the pharmaceutical industry generally for Persons similarly situated, and shall upon request provide to the other Party evidence of such insurance coverage. Such insurance coverage sh...all remain in effect throughout the Supply Term term of this Agreement and for a period of [***] thereafter. View More
Insurance. Insurance. Each Party shall, and shall ensure that their respective Affiliates shall, take out and maintain such types and amounts of liability insurance or, in the case of AstraZeneca, if applicable, self-insurance to cover liabilities related to its activities under this Supply Agreement as is normal and customary in the pharmaceutical industry generally for Persons similarly situated, and shall upon request provide to the other Party evidence of such insurance coverage. Such insurance coverag...e shall remain in effect throughout the Supply Term and for a period of [***] three years thereafter. View More
