8.  Insurance

If any proceeds of Insurance are received by Project Co after this Deed is terminated (other than those Insurance proceeds representing Insurance indemnification of Project Co against liabilities to third parties) and those proceeds:

(a)  were not taken into account in calculating the Termination Payment that has already been made on the basis that the amounts were not "owing to Project Co", "received" or "received or receivable" by Project Co at the relevant time;

(b)  would have been so taken into account had they been owing, received or receivable at the time of calculating the Termination Payment; and

(c)  apply to the period up to and including the date of payment of the Termination Payment,

then those proceeds are held on trust by Project Co for the State, and Project Co must pay those proceeds, or cause those proceeds to be paid, to the State for the State's retention promptly on receipt.  If the proceeds are not yet received then, to the maximum extent legally possible, the State will be subrogated to the rights of Project Co in respect of those proceeds, and entitled to recover and retain the proceeds accordingly.  The rights and obligations in this section 8 survive the expiry or early termination of this Deed.