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At all times during the Term, the Company will maintain, and cause its contractors and subcontractors to maintain, with financially sound and reputable insurers, insurance with respect to the Project against such casualties and contingencies, of such types, on such terms and in such amounts (including deductibles, co-insurance and self-insurance, if adequate reserves are maintained with respect thereto) as is consistent with Good Industry Practice. If at any time the Company fails to purchase and maintain in full force and effect any and all insurances required under this Agreement, the State may, at its sole discretion, purchase and maintain such insurance, and all reasonable amounts incurred by the State therefor shall be reimbursed by the Company.

Example 1
Required Insurance.

1.1 As of the Effective Date, the Company shall obtain from reputable insurers and thereafter at all times maintain in full force and effect, at its expense, insurance with respect to its properties and operations under this Agreement of the types, in amounts, on policy terms and with limits at least as favourable to the Company and the State as is customary under Good Industry Practice. The Company shall provide the State with copies of all such insurance policies and the State shall have the right to review and approve same, such approval not to be unreasonably withheld, provided that unless the State gives Notice to the Company of disapproval of such insurance policies within thirty (30) Business Days following receipt of all such insurance policies, the State shall be deemed to have given its approval.

1.2 Modifications of Insurance Coverage.
Within 60 days of each third anniversary of the Effective Date, the Company shall provide the State with a report of an independent insurance consultant reasonably acceptable to the State to the effect that the insurance obtained and maintained by the Company complies with the requirements of this Section 7.0.

1.3 General Insurance Requirements.
All required insurance policies must:

(a) provide that the same shall not be modified or terminated without at least thirty (30) days prior written notice to the State;
(b) with respect to policies insuring against loss or damage to property, cover the full replacement cost of such property;
(c) with respect to all liability insurance, name the State and its ministers, officers, agents and employees as joint assureds;
(d) with respect to all policies insuring against loss or damage to property, name the State as an additional insured; and
(e) with respect to the State as an additional insured, provide that such insurance will not be invalidated by any action or inaction of the State.

1.4 Reinsurance
If insurance is obtained from insurers in the State, reinsurance shall be obtained for the greatest proportion of the risk that Applicable Law or insurance regulation will allow with reinsurers of international standing with a minimum rating of “A” with A.M. Best or “AA” with ISI Standard & Poor’s. The Company shall use its reasonable efforts to ensure that, to the extent from time to time available in the international reinsurance market at a reasonable cost and on commercially reasonable terms and to the extent permitted from time to time by Applicable Law, its insurers in the State and their international reinsurers agree to arrangements such that the Company or the State, as the case may be, shall be permitted to make claims under such reinsurance policies directly against such reinsurers.

1.5 Failure to Maintain Insurances
Breach of any of the Company’s obligations under this Section 7.0 shall be deemed a material breach of this Agreement if it has a material adverse effect on (i) the State or (ii) the performance of the Company’s obligations under this Agreement. If at any time the Company fails to purchase and maintain in full force and effect any and all insurances required under this Agreement, the State may, at its sole discretion, purchase and maintain such insurance and all amounts incurred by the State therefore shall be reimbursed by the Company.

1.6 Contractor Insurance
The Company shall require its contractors and its subcontractors to obtain and maintain such coverage as an operator in the position of Company would require as a matter of Good Industry Practice. The failure of any contractor or subcontractor to obtain and maintain such coverage shall not excuse the Company from any liabilities it may have under this Agreement or from any failure to carry insurance required by Section 7.0. The Company shall use reasonable efforts to include the State as an additional named insured under any third party liability policies entered into by the Company’s contractors or subcontractors performing services in the Project Area, and to include the State as beneficiary of any waiver of subrogation included in such policies.

1.7 No Duty to Verify or Review.
Any failure on the part of the State to pursue or obtain the evidence of insurance required by this Agreement or failure of the State to inform the Company of any non-compliance with a request to provide evidence of insurance shall not constitute a waiver of any of the insurance requirements in this Agreement.

Example 2
Insurance.
At all times during the Mining Term (including during the construction period) the Concessionaire will maintain with financially sound and reputable insurers, insurance with respect to its properties against such casualties and contingencies, of such types, on such terms and in such amounts (including deductibles, co-insurance and self-insurance, if adequate reserves are maintained with respect thereto) as is customary in the case of entities of established reputations engaged in the same or a similar business in the Country. The Concessionaire must provide the Government at least annually with evidence as to the existence of such insurance.

Example 3
INSURANCE
The terms and conditions of the insurance by Company of its assets and potential liabilities shall provide coverage:

(a) on terms no less comprehensive in relation to the risks covered; and
(b) for an insured amount no less, than that set out in Schedule 5 and shall in any event carry coverage in accordance with the requirements of the Act and be consistent with Good Mining, Metal Treatment and Environmental Practices.

Government agrees that the insurance cover specified in Schedule 5 is that which, as at the date hereof, is required by the Director of Mines pursuant to Section [x] of the Act. In the event that Company intends to issue a statutory instrument referred to in Section [x] of the Act or the Director of Mines as aforesaid intends to make a direction, in either case applicable to and binding upon Company and inconsistent with Schedule 5, Government shall provide a draft of the statutory instrument or direction, as the case may be, to Company which shall confirm in writing to Government no later than thirty (30) days following receipt by Company of such draft whether or not it considers the insurance coverage, the amount of such insurance coverage or the types of risks specified in such draft to be:

(a) unreasonable; or
(b) inconsistent with Good Mining, Metal Treatment and Environmental Practices.

If Company does so object, the dispute shall be referred to a Sole Expert in accordance with Clause 20 for determination as to whether the draft is unreasonable or inconsistent with Good Mining, Metal Treatment and Environmental Practices. In the event the Sole Expert determines that the draft statutory instrument or direction by the Director of Mines is unreasonable or so inconsistent, the draft statutory instrument or direction shall be withdrawn or amended to be consistent with the determination of the Sole Expert prior to issuance or implementation by Government.

Government shall be advised of the insurance policy or policies in place which comply with Clause 0 and Schedule 5 and Company shall forward copies to Government whereupon Government, if appropriate, shall acknowledge that such insurances constitute the insurance coverage prescribed by any statutory instrument issued under Section [x] of the Act and/or required by or a direction of the Director of Mines pursuant to Section [x] of the Act. Government undertakes to permit, to the extent necessary, insurers resident in Country to assign their rights under any re-insurance contracts to which they are party to Company or any lender to Company.

Example 4
(a) During the Term of this Agreement, Company shall obtain and maintain insurance policies in the extent of its insurable interest, to cover risks related to the development and operation of the Mine in such a manner as are generally insured against in the international mining industry. Such insurance policies shall not cover the risks inherent to Historical Environmental Matters in the Development Areas or elsewhere, without prejudice of what is provided in Section 11.2(c). THE STATE shall be included as an additional insured in such insurance policies, to the extent of its insurable interest. Company shall present each year to THE STATE, a certificate of the insurance policy as evidence of its compliance with the provisions of Section 6.9(a).

(b) Nothing in Section 6.9(a) shall be deemed to limit Company’s ability to self-insure against risks in accordance with practices that are customary in the mining industry.

(c) In addition to the insurance coverage described in Section 6.9(a), Company may, at its sole discretion, obtain insurance against (i) property damage, (ii) business interruption, (iii) political risk through facilities or other insurance offered through the World Bank Group, Multilateral Investment Guaranty Agency or other governmental or private sources or participate in other bilateral political risk programs that may be available, or (iv) other risks.

(d) In order to comply with the insurance requirements set forth in Section 6.9(a), Company shall have the right to acquire its insurance for the Mine from local insurance companies, Affiliates that carry on an insurance business or from other sources in the international insurance markets, as Company deems appropriate.

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