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Lessor's option) toward: (A) the replacement, restoration or repair of such Equipment; or (B) satisfaction of Lessee's obligations under
<br />clause (b) of the immediately preceding sentence. If the Net Proceeds are insufficient to pay in full the cost of any repair, restoration,
<br />or replacement of such Equipment, then Lessee shall complete the work and pay any costs in excess of the amount of the Net Proceeds,
<br />and Lessee shall not be entitled to any reimbursements from Lessor nor any diminution of the Lease Payments.
<br />15.2 To the extent not prohibited by State law, Lessee shall bear the risk of loss for, shall pay directly, and shall defend
<br />against any and all claims, liabilities, proceedings, actions, expenses (including reasonable attorney's fees), damages or losses arising
<br />under or related to any Equipment, including, but not limited to, the possession, ownership, lease, use, or operation thereof. These
<br />obligations of Lessee shall survive any expiration or termination of any Lease. Lessee's obligations under this Subsection 15.2 shall
<br />survive the expiration, cancellation, or termination of any Lease. Lessee shall not bear the risk of loss of, nor pay for, any claims,
<br />liabilities, proceedings, actions, expenses (including attorney's fees), damages or losses which arise directly from events occurring after
<br />any Equipment has been returned by Lessee to Lessor in accordance with the terms of the applicable Lease or which arise directly from
<br />the gross negligence or willful misconduct of Lessor.
<br />Section 16. INSURANCE.
<br />16.1 Lessee shall maintain at all times on the Equipment, at Lessee's expense, property damage and physical damage
<br />insurance on the Equipment in such amounts, against such risk and by such insurers as shall be satisfactory to Lessor, or with Lessor's
<br />prior written consent, may be self -insured against any or all such risks. Property or physical damage insurance shall be "comprehensive"
<br />or "all risk" coverage. In no event will the insurance limits be less than the greater of the Concluding Payment of the Lease or the Fair
<br />Market Value of the Equipment at all times, and valuation of loss must be on a replacement cost basis. Proceeds of any such property
<br />damage and physical damage insurance relating to damage to or loss of any Equipment shall be payable to Lessor as loss payee.
<br />16.2 Lessee shall maintain at all times, at Lessee's expense, public liability insurance coverage, providing coverage for
<br />Lessor as an additional insured, and third party property damage insurance coverage, providing coverage for Lessor as a loss payee, and
<br />such other insurance coverage as Lessor shall require protecting Lessee and Lessor from liabilities for injuries to persons and damage
<br />to property of others relating in any way to any Equipment in such amounts, against such risk and by such insurers as shall be satisfactory
<br />to Lessor. Proceeds of any such public liability or property insurance shall be payable first to claims made against Lessor as an additional
<br />insured or loss payee, as the case may be, to the extent of its liability, and then to claims made against Lessee. If required by State law,
<br />Lessee shall carry worker's compensation insurance covering all employees on, in, near or about the Equipment, or demonstrate to the
<br />satisfaction of Lessor that adequate self-insurance is provided.
<br />16.3 Each insurance policy: (a) shall name Lessee as a named insured and Lessor or its assignee as an "additional insured"
<br />(with respect to liability coverage) and "loss payee" (with respect to property or casualty coverage) without regard to any breach of
<br />warranty or other act or omission of Lessee, (b) with respect to insurance required by Subsection 16.1 above, shall include a lender's
<br />loss payable endorsement for the benefit of Lessor, (c) shall contain a clause requiring the insurer to give Lessor at least thirty (30) days
<br />prior written notice of any alteration in the terms of such policy or the cancellation thereof, and (d) shall not be subject to any co-
<br />insurance clause. In addition, any such insurance shall not have a deductible amount in excess of $25,000 or other policy limitation
<br />unsatisfactory to Lessor without Lessor's express written consent, and the insurance shall be primary without a right of contribution
<br />from insurance which may be maintained by Lessor. An insurance company qualified to do business in the State with no less than a B+
<br />Key Rating from A.M. Best shall provide such insurance. The proceeds of any such policies will be payable to Lessee and Lessor or its
<br />assignee as their interests may appear. Prior to delivery of the Equipment and each insurance renewal date, Lessee will deliver to Lessor
<br />a certificate evidencing such insurance, or the renewal or replacement thereof. In the event that Lessee has been permitted to self -insure,
<br />Lessee will furnish Lessor with a letter or certificate to evidence such effort. Lessee hereby irrevocably appoints Lessor as Lessee's
<br />attorney in fact to make claim for, receive payment of and execute and endorse all documents, checks or drafts received in payment for
<br />loss or damage under any such insurance policy, and to determine the application of any insurance proceeds. Within five (5) days of
<br />any damage to, or loss of, the Equipment, or any personal injury caused by the Equipment, Lessee shall give written notice to Lessor,
<br />Lessee shall make available to Lessor all information and documentation relating thereto, and Lessee shall have the duty to make all
<br />proofs of loss and take all other steps necessary to collect any amount under the above mentioned policies. In the event that Lessee fails
<br />to procure insurance as required herein, Lessor may obtain insurance at its own expense, with such amount to be reimbursed by Lessee.
<br />If Lessee fails to pay any amount when due, such amount shall accrue interest until paid at the Default Interest Rate. If the Equipment
<br />is to be subleased or used by others (subject to Lessor's prior written approval), a special insurance endorsement may be required to
<br />permit such use.
<br />Section 17. PREPAYMENT.
<br />17.1 "Lease Year" as used below shall be calculated from anniversary date to anniversary date of the applicable Schedule,
<br />beginning with the Lease Commencement Date. For example, "Lease Year 1" represents the time from the Lease Commencement Date
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