Each Grantor shall maintain with financially sound and reputable insurers, insurance with respect to the Collateral against loss or damage of the kinds and in the amounts customarily insured against by entities of established reputation having similar properties similarly situated and in such amounts as are customarily carried under similar circumstances by other such Persons and otherwise as is prudent for Persons engaged in similar businesses.  Each Grantor shall cause each insurance policy issued in connection herewith to provide, and the insurer issuing such policy to certify to the Trustee that (a) the Trustee will be named as lender loss payee and additional insured under each such insurance policy; (b) if such insurance be proposed to be cancelled or materially changed for any reason whatsoever, such insurer will promptly notify the Trustee and such cancellation or change shall not be effective as to the Trustee for at least thirty (30) days after receipt by the Trustee of such notice, unless the effect of such change is to extend or increase coverage under the policy; and (c) the Trustee will have the right (but no obligation) at its election to remedy any default in the payment of premiums within thirty (30) days of notice from the insurer of such default.  Unless the Trust Indenture expressly provides otherwise, the following sentence will control application of proceeds.  If no Event of Default exists, loss payments in each instance will be applied by the applicable Grantor to the repair and/or replacement of property with respect to which the loss was incurred to the extent reasonably feasible, and any loss payments or the balance thereof remaining, to the extent not so applied, shall be payable to the applicable Grantor, provided , however, that payments received by any Grantor after an Event of Default occurs and is continuing shall be paid to the Trustee and, if received by such Grantor, shall be held in trust for and immediately paid over to the Trustee unless otherwise directed in writing by the Trustee.  Copies of such policies or the related certificates, in each case, naming the Trustee as lender loss payee shall be delivered to the Trustee at least annually and at the time any new policy of insurance is issued.