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15. System and Facility Damage and Insurance. <br /> a. System and Facility Damage. <br /> i. Seller's Obligations. If the System is damaged or destroyed other than by Purchaser's gross negligence or <br /> willful misconduct, Seller shall promptly repair and restore the System to its pre-existing condition; <br /> provided,however, that if more than fifty percent(50%)of the System is destroyed during the last five(5) <br /> years of the Initial Term or during any Additional Term, Seller shall not be required to restore the System, <br /> but may instead terminate this Agreement, unless Purchaser agrees (A) to pay for the cost of such <br /> restoration of the System or(B)to purchase the System"AS-IS"at the greater of(1)the Fair Market Value <br /> of the System and (2) [the sum of the amounts described in Section 13(b)(iiii(A)(l) and Section <br /> 13.b(iii)(A)(31] [for any given Contract Year, the amount set forth on Exhibit 4, Attachment A attached <br /> hereto]. <br /> ii. Purchaser's Obligations. If the Facility is damaged or destroyed by casualty of any kind or any other <br /> occurrence other than Seller's gross negligence or willful misconduct,such that the operation of the System <br /> and/or Purchaser's ability to accept the electric energy produced by the System are materially impaired or <br /> prevented, Purchaser shall promptly repair and restore the Facility to its pre-existing condition; provided, <br /> however, that if more than 50%of the Facility is destroyed during the last five years of the Initial Term or <br /> during any Additional Term, Purchaser may elect either (A) to restore the Facility or (B) to pay the <br /> Termination Payment and all other costs previously accrued but unpaid under this Agreement and <br /> thereupon terminate this Agreement. <br /> b. Insurance Coverage. At all times during the Term,Seller and Purchaser shall maintain the following insurance: <br /> Seller's Insurance. Seller shall maintain (A) property insurance on the System for the replacement cost <br /> thereof, (B)commercial general liability insurance with coverage of at least$1,000,000 per occurrence and <br /> $2,000,000 annual aggregate, (C) employer's liability insurance with coverage of at least$1,000,000 and <br /> (iv)workers'compensation insurance as required by law. <br /> c. Policy Provisions.All insurance policies provided hereunder shall(i)contain a provision whereby the insurer agrees <br /> to give the party not providing the insurance (A) not less than ten (10)days written notice before the insurance is <br /> cancelled, or terminated as a result of non-payment of premiums,or(B)not less than thirty(30)days written notice <br /> before the insurance is otherwise cancelled or terminated, (ii) be written on an occurrence basis, and (iii) be <br /> maintained with companies either rated no less than A-VII as to Policy Holder's Rating in the current edition of <br /> A.M. Best's Insurance Guide or otherwise reasonably acceptable to the other party. <br /> d. Certificates. Upon the other Party's request each Party shall deliver the other Party certificates of insurance <br /> evidencing the above required coverage. A Party's receipt, review or acceptance of such certificate shall in no way <br /> limit or relieve the other Party of the duties and responsibilities to maintain insurance as set forth in this Agreement. <br /> e. Deductibles. Unless and to the extent that a claim is covered by an indemnity set forth in this Agreement, each <br /> Party shall be responsible for the payment of its own deductibles. <br /> 16. Ownership;Option to Purchase. <br /> a. Ownership of System. Throughout the Term(except as otherwise permitted in Section 19),Seller shall be the legal <br /> and beneficial owner of the System at all times, including all Environmental Attributes (unless otherwise specified <br /> on Exhibit 1),and the System shall remain the personal property of Seller and shall not attach to or be deemed a part <br /> of, or fixture to, the Facility or the Premises. Each of the Seller and Purchaser agree that the Seller (or the <br /> designated assignee of Seller permitted under Section 19) is the tax owner of the System and all tax filings and <br /> reports will be filed in a manner consistent with this Agreement. The System shall at all times retain the legal status <br /> of personal property as defined under Article 9 of the Uniform Commercial Code. Purchaser covenants that it will <br /> use commercially reasonable efforts to place all parties having an interest in or a mortgage, pledge, lien, charge, <br /> security interest, encumbrance or other claim of any nature on the Facility or the Premises on notice of the <br /> ownership of the System and the legal status or classification of the System as personal property. If there is any <br /> mortgage or fixture filing against the Premises which could reasonably be construed as prospectively attaching to <br /> the System as a fixture of the Premises, Purchaser shall provide a disclaimer or release from such lienholder. If <br /> Purchaser is the fee owner of the Premises,Purchaser consents to the filing of a disclaimer of the System as a fixture <br /> of the Premises in the office where real estate records are customarily filed in the jurisdiction where the Facility is <br /> located. If Purchaser is not the fee owner, Purchaser will obtain such consent from such owner. Upon request, <br />