Common use of Equipment and Real Property Covenants Clause in Contracts

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time as Agent may request upon the occurrence and during the continuance of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effect; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effect; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one two (12) times in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity in all material respects with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except for the sale or other disposition of Equipment in accordance with the terms of this Agreement and except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property, except that no Borrower or Guarantor shall be liable for losses or claims directly resulting from acts of Agent or any Lender with respect to a parcel of Real Property while Agent or such Lender is the owner or operator of such parcel of Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one two (12) times in any twelve (12) month period, but at any time or times as Agent may reasonably request upon the occurrence and during the continuance of an Event of DefaultDefault or during a Compliance Period, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effect; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effect; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and and/or Real Property: (a) upon Administrative and Collateral Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time as Agent may request upon the occurrence and during the continuance of after an Event of Default, Borrowers shall deliver or cause to be delivered to Administrative and Collateral Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Administrative and Collateral Agent and by an appraiser reasonably acceptable to Administrative and Collateral Agent, addressed to Administrative and Collateral Agent and Lenders and upon which Administrative and Collateral Agent is and Lenders are expressly permitted to rely; (b) Borrowers except where failure to do so could not reasonably be expected to cause a Material Adverse Change, each Borrower and Guarantors each Guarantor shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all commercially reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or such Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and each Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one two (12) times in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity in all material respects with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except for the sale or other disposition of Equipment in accordance with the terms of this Agreement and except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property, except that no Borrower or Guarantor shall be liable for losses or claims directly resulting from acts of Agent or any Lender with respect to a parcel of Real Property while Agent or such Lender is the owner or operator of such parcel of Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent Agent, at Borrower’s sole cost and expense, written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors Borrower and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property; and (h) promptly upon Agent’s request, each Borrower shall furnish to Agent a list, in reasonable detail, of all Equipment owned by such Borrower.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, The Borrowers and Guarantors shall, and shall cause their Subsidiaries to, cooperate with any appraiser retained by Agent in the conduct of appraises of the Eligible Real Property, such appraises (i) to be conducted at their expense, the Borrowers’ and Guarantors’ expense no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon at the occurrence and during the continuance of Agent’s expense unless an Event of Default, deliver or cause Default then exists in which case at the Borrowers’ and Guarantors’ expense and (ii) to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably (including, without limitation the FIRREA requirements) acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable operating condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in material conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business (or to return defective or non-conforming Equipment to the manufacturers or vendors thereof) or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of DefaultDefault has occurred and is continuing, Borrower shall deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property acquired by Borrower pursuant to Section 9.20 hereof in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers Borrower and Guarantors shall keep the Equipment used or useful in the ordinary course of Borrower’s business in good order, repair, and in running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers Borrower and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity in all material respects with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers Borrower and Guarantors and not for personal, family, household or farming use; (e) Borrowers Borrower and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent expressly permitted under this Agreement or necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or any Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers Borrower and Guarantors Guarantor shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and each Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired repaired, replaced or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or 68 permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would (but not have a Material Adverse Effectincluding for this purpose any plumbing and electrical fixtures, heating, ventilation and air conditioning, wall and floor coverings, walls or ceilings and other fixtures not constituting trade fixtures); and (g) as between Agent and Lenders, on the one hand, and Borrowers and Guarantors, on the other hand, each Borrower and Guarantor assumes all responsibility and liability arising from or relating to the use use, sale or other disposition of the Equipment and Real Property(but nothing contained herein shall be construed as the basis for any liability of any Borrower or Guarantor as to any third party).

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s requestrequest at any time that an Event of Default has occurred and is continuing, Borrowers and Guarantors shall, at their expense, no more than one (1) time as Agent may request upon the occurrence and during the continuance of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; provided, that, in no event shall Borrowers and Guarantors be liable for the expense of (i) any appraisal of Equipment pursuant to this Section 7.4 prior to the date on which the Equipment Availability Conditions have been satisfied or (ii) any appraisal of Real Property pursuant to this Section 7.4 prior to the date on which the Real Property Availability Conditions have been satisfied; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running order and marketable condition repair (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; and (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effect; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, (b) one (1) additional time at any time that Global Excess Availability is less than the US Dollar Equivalent of $50,000,000, upon Agent’s request, (c) at Agent’s expense, one (1) further additional time, as Agent may request upon the occurrence in such twelve (12) month period, and during the continuance of an (d) at any time at Borrowers’ expense as Agent may request if a Default or Event of DefaultDefault shall exist or have occurred and be continuing, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property Property, in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely; (be) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (cf) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (dg) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; provided, that, certain motor vehicles used primarily by employees for business purposes may from time to time be incidentally used for personal, family or household use, as permitted by the internal policies of the applicable Borrower or Guarantor if any; (eh) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired repaired, replaced or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; except, that, Borrowers and Guarantors may remove Equipment not constituting Eligible Equipment and having an aggregate value of not more than the US Dollar Equivalent of $250,000 to locations not otherwise permitted hereunder; provided, that, as the date of the renewal of any such Equipment and after giving effect thereto (fi) no Default or Event of Default shall exist or have occurred and be continuing and (ii) Global Excess Availability of Borrowers equals not less than twelve and one-half (12 1/2%) percent of the Maximum Credit, (iii) Canadian Excess Availability equals not less than twelve and one-half (12 1/2%) percent of the Canadian Loan Limit and (iv) US Excess Availability equals not less than twelve and one-half (12 1/2%) percent of the US Loan Limit; (i) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would (but not have a Material Adverse Effectincluding for this purpose any plumbing and electrical fixtures, heating, ventilation and air conditioning, wall and floor coverings, walls or ceilings and other fixtures not constituting trade fixtures); and (gj) as between Agent and Lenders, on the one hand, and Borrowers and Guarantors, on the other hand, each Borrower and Guarantor assumes all responsibility and liability arising from or relating to the use use, sale or other disposition of the Equipment and or Real PropertyProperty (but nothing contained herein shall be construed as the basis for any liability of any Borrower or Guarantor as to any third party).

Equipment and Real Property Covenants. With respect to the Equipment and owned Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance existence of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably by an independent appraiser acceptable to Agent and by applying an appraiser reasonably acceptable approach to Agentvaluation which is consistent to the approach used in the appraisals of Borrowers' Equipment and/or the owned Real Property prepared for Agent prior to the date hereof, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (obsolescence and ordinary wear and tear and casualty and condemnation excepted); (c) to the extent included in the Borrowing Base, Borrowers and Guarantors shall use the Equipment and owned Real Property with all reasonable care and caution and in material compliance with applicable standards of any insurance and in material compliance with all applicable material laws; (d) Borrowers shall use all other Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity compliance with all applicable laws laws, except in each case where non-compliance could, individually or in the failure to so use would aggregate for all such non-compliance, not result in have a Material Adverse Effect; (de) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (ef) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (fg) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (gh) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one once in any twelve (112) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property at any time subject to a Mortgage in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except for the sale or other disposition of Equipment in accordance with the terms of this Agreement and except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one two (12) times in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition in all material respects (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one once in any twelve (112) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property at any time subject to a Mortgage in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except for the sale or other disposition of Equipment in accordance with the terms of this Agreement and except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon when the occurrence book value of Equipment has increased by twenty-five percent (25%) or more since the last written appraisal thereof, and during the continuance of at any time or times as Agent may request on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely; (b) Borrowers and Guarantors each Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors each Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the a Borrower's business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors no Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of such Borrower or to move Equipment directly from one location set forth or permitted herein to another such location or to sell Equipment in accordance with clause (ii) of Section 9.7(b) hereof, and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors no Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Baldwyn Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable operating condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in material conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business (or to return defective or non-conforming Equipment to the manufacturers or vendors thereof) or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: Property (but as to the Real Property only to the extent at any time subject to a Mortgage): (a) upon Agent’s 's request, Borrowers and Guarantors Borrower shall, at their its expense, no more than one once in any twelve (112) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of DefaultDefault and for so long as the same is continuing, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property (but in case of the Real Property only as to the Real Property subject to a Mortgage) in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear excepted and casualty and condemnation exceptedexcept as to obsolete or worn-out Equipment or Equipment no longer used in the business that is not Eligible Equipment or Eligible New Equipment); (c) Borrowers and Guarantors Borrower shall use the Equipment and the Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors Borrower and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and the Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s requestLender's request at any time on or after an Event of Default, Borrowers and Guarantors shall, at their expense, no more than one (1) time as Agent may request upon the occurrence and during the continuance of an Event of Default, deliver or cause to be delivered to Agent Lender written appraisals as to the Equipment and/or the fee owned Real Property subject to the Mortgage in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) , provided, that, other than the movement of Equipment is now and shall remain personal property and for repairs or the movement of motor vehicles as permitted herein, Borrowers and Guarantors shall not permit move any part Equipment currently located at the Xxxxxxx Road Facility having a value in excess of $250,000 in the aggregate for all such Equipment that might be so moved to be or become a part any other location, without the prior written consent of or affixed to real property except where the failure to do so would not have a Material Adverse EffectLender; and (gf) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, The Borrowers and Guarantors shall, and shall cause their Subsidiaries to, cooperate with any appraiser retained by Working Capital Agent in the conduct of appraisals of the Eligible Real Property, such appraisals (i) to be conducted at their expense, the Borrowers’ and Guarantors’ expense no more than one (1) time in any twelve (12) month period, but at any time or times as Working Capital Agent may request upon at the occurrence and during the continuance of Working Capital Agent’s expense unless an Event of Default, deliver or cause Default then exists in which case at the Borrowers’ and Guarantors’ expense and (ii) to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably (including, without limitation the FIRREA requirements) acceptable to Agent and by an appraiser reasonably acceptable to AgentAgents, addressed to Agent Agents and upon which Agent is Agents are expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable operating condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in material conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business (or to return defective or non-conforming Equipment to the manufacturers or vendors thereof) or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon AgentLender’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any consecutive twelve (12) month period (and two (2) times in the event that Excess Availability shall be less than $15,000,000 at any time), but at any time or times as Agent Lender may request upon the occurrence and during the continuance of an Event of Default, deliver or cause to be delivered to Agent Lender written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness and except for Equipment permitted to be disposed of pursuant to Section 9.7(b)(ii) hereof; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time as Agent may request upon the occurrence and during the continuance of an Event of Default, shall deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property that is subject to a Mortgage, in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely, provided, that, (i) such appraisals shall be at the expense of Borrowers on or after a Cash Dominion Event and for so long as the same is continuing and otherwise at the expense of Agent and Lenders, and (ii) so long as no Event of Default shall exist or have occurred and be continuing, there shall be no more than one (1) appraisal in any twelve (12) month period at the expense of Borrowers; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted)) in accordance with current practices; (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except (i) for sales or other dispositions of Equipment permitted hereunder, (ii) to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or business, (iii) to move Equipment directly from one location set forth or permitted herein to another such location and except (iv) for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s (acting at the direction of the Required Lenders) reasonable request, Borrowers and Guarantors shall, at their expense, no more than one (1) at any time or times as Agent (acting at the direction of the Required Lenders) may reasonably request upon the occurrence and during the continuance of after an Event of DefaultDefault has occurred and is continuing, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent the Required Lenders and by an appraiser reasonably acceptable to Agentthe Required Lenders, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers Borrower shall and Guarantors shallshall cause each Restricted Subsidiary to, at their its expense, no more than one once in any twelve (112) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers Borrower shall and Guarantors shall cause each Restricted Subsidiary to, keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers Borrower shall and Guarantors shall cause each Restricted Subsidiary to, use the Equipment and Real Property with all reasonable care and caution as used by companies in Borrower's and each Restricted Subsidiary's industry and in accordance with applicable standards of any insurance and in conformity in all material respects with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the Borrower's or a Restricted Subsidiary's business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers Borrower shall and Guarantors shall cause each Restricted Subsidiary to, not remove any Equipment from the locations set forth or permitted herein, except (i) to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of Borrower or a Restricted Subsidiary, (ii) to move Equipment directly from one location set forth or permitted herein to another such location in the ordinary course of the business of Borrower or a Restricted Subsidiary and except for the movement of (iii) to move motor vehicles used by or for the benefit of such Borrower or Guarantor a Restricted Subsidiary in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers Borrower shall and Guarantors shall cause each Restricted Subsidiary to, not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s Lender's request, Borrowers and Guarantors each Borrower shall, at their its expense, no more than one once in any twelve (112) month period, but at any time or times as Agent Lender may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent Lender written appraisals as to the Equipment and/or in form, scope and methodology acceptable to Lender and by an appraiser acceptable to Lender, addressed to Lender and upon which Lender is expressly permitted to rely (and to the fee owned extent possible, Lender shall use reasonable efforts to have the same appraisal firm as had previously done appraisals of the Equipment of Borrowers conduct any such subsequent appraisals, so long as it does not result in any material delay); (b) upon Lender's request, each Borrower shall, at its expense, at any time or times as Lender may request on or after an Event of Default, deliver or cause to be delivered to Lender written appraisals as to the Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender, and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors , each Borrower shall keep the its Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors each Borrower shall use the its Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity in all material respects with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors Borrowers' businesses and not for personal, family, household or farming use; (e) Borrowers and Guarantors each Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of such Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of businesslocation; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors each Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment ---------------------------------------- and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) any time or times as Agent Lender may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent Lender written reports or appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the Borrower's business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness and Borrower shall not remove any Equipment currently located in the United States to any location outside of the United States except for the excess sewing equipment currently located at 000 Xxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxx; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where so as to become a fixture or an accession to real property unless it is attached to the failure Real Property subject to do so would not have a Material Adverse Effectthe Mortgage; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one (1) at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure such that it becomes or may be deemed to do so would not have be a Material Adverse Effectfixture; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s Lender's request, Borrowers and Guarantors Borrower shall, at their its expense, no more than one (1) time as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent Lender written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the Borrower's business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment from the locations set forth or permitted herein, except in connection with the sale of obsolete Equipment or to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and owned Real Property: (a) upon Agent’s request or Term Loan Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent or Term Loan Agent may request upon the occurrence and during the continuance existence of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property by an independent appraiser in form, scope and methodology reasonably each case acceptable to Agent and by applying an appraiser reasonably acceptable approach to Agentvaluation which is consistent to the approach used in the appraisals of Borrowers’ Equipment and/or the owned Real Property prepared for Agent prior to the Original Closing Date, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (obsolescence and ordinary wear and tear and casualty and condemnation excepted); (c) to the extent included in the Borrowing Base, Borrowers and Guarantors shall use the Equipment and owned Real Property with all reasonable care and caution and in material compliance with applicable standards of any insurance and in material compliance with all applicable material laws; (d) Borrowers shall use all other Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity compliance with all applicable laws laws, except in each case where non-compliance could, individually or in the failure to so use would aggregate for all such non-compliance, not result in have a Material Adverse Effect; (de) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (ef) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (fg) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (gh) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) At any time as Agent Agents may request upon the occurrence and during the continuance of if a Default or an Event of DefaultDefault shall exist or have occurred and be continuing, deliver or cause to be delivered to Agent Agents written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Agents and by an appraiser reasonably acceptable to AgentAgents, addressed to Agent Agents and Lenders and upon which Agent is Agents and Lenders are expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; provided, that, certain motor vehicles used primarily by employees for business purposes may from time to time be incidentally used for personal, family or household use, as permitted by the internal policies of the applicable Borrower or Guarantor if any; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired repaired, replaced or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would property, other than any Mortgaged Property (but not have a Material Adverse Effectincluding for this purpose any plumbing and electrical fixtures, heating, ventilation and air conditioning, wall and floor coverings, walls or ceilings and other fixtures not constituting trade fixtures); and (g) as between Agents and Lenders, on the one hand, and Borrowers and Guarantors, on the other hand, each Borrower and Guarantor assumes all responsibility and liability arising from or relating to the use use, sale or other disposition of the Equipment and Real PropertyProperty (but nothing contained herein shall be construed as the basis for any liability of any Borrower or Guarantor as to any third party).

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of DefaultDefault exists or has occurred and is continuing, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to relyrely (provided, that, any appraisal requested at such time as an Event of Default exists or has occurred and is continuing shall not be considered for purposes of the limitation on the number of appraisals provided for herein); (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear excepted and casualty and condemnation exceptedexcept for worn-out or obsolete Equipment or Equipment no longer used or useful in the business of Borrower); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance in all material respects and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except that Borrowers may remove Equipment from the locations set forth or permitted herein: (i) to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or (ii) to move Equipment directly from one location set forth or permitted herein to another such location and except for or (iii) to the movement of extent such Equipment are motor vehicles and trailers used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness or (iv) other Equipment so long as the aggregate amount of all of such Equipment at such other locations does not have a value in excess of $25,000; (f) the Equipment (other than Equipment that is a fixture) is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment (other than Equipment that is a fixture) to be or become a part of or affixed to real property except where other than Real Property owned by Borrowers and subject to a Mortgage (unless the failure to do so would not have Real Property has a Material Adverse Effectvalue of less than $100,000); and (gv) each Borrower and Guarantor assumes all neither Agent nor any Lender shall have any responsibility and or liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s Lender's request, Borrowers and Guarantors shall, at their Lender's expense, no more than one (1) at any time or times as Agent Lender may request upon the occurrence on or before an Event of Default and during the continuance of at Borrowers' expense on and after an Event of Default, deliver or cause to be delivered to Agent Lender written reports or appraisals as to the Equipment and/or and the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) in the event that the aggregate amount of the Excess Availability of Borrowers (calculated for this purpose without regard to the Maximum Credit) for any five (5) consecutive day period shall be less than $5,000,000, or at any time on or after an Event of Default, or act, condition or event which with notice or passage of time or both would constitute an Event of Default, promptly upon Lender's request, (i) Borrowers shall deliver to, or cause to be delivered, to Lender updated, current environmental audits of Borrowers' plants and Guarantors the Real Property conducted by an independent environmental engineering firm acceptable to Lender, and in form, scope and methodology satisfactory to Lender, confirming (A) Borrowers are in compliance with all material applicable Environmental Laws and (B) the absence of any material environmental problems, (ii) Borrowers shall deliver, or cause to be delivered to, Lender, in form and substance satisfactory to Lender, a valid and effective title insurance policy issued by a company and agent acceptable to Lender (A) insuring the priority, amount and sufficiency of the Mortgages, (B) insuring against matters that would be disclosed by surveys, (iii) containing any legally available endorsements, assurances or affirmative coverage reasonably requested by Lender for protection of its interests, (iv) Borrowers shall deliver, or cause to be delivered to Lender, current ALTA certified surveys with respect to the Real Property of Borrowers by acceptable registered land surveyors certified by such surveyor to Lender and the title insurance company indicating length and bearing of exterior boundary lines, measurements of the distance between buildings and boundary lines, locations of fences, drives, utility and other easements, encroachments, any existing buildings, ingress and egress, and such other items as Lender requires and with a legal description, and (v) within ten (10) days after the date of delivery of such surveys, if the surveys would require a change in the property description attached to any of the Mortgages and/or the fixture filings with respect to the Real Property of Borrowers, Borrowers shall execute and deliver to Lender amendments to the appropriate Mortgages and/or fixture filings and all necessary title insurance policy endorsement(s) which would be required to reflect such changes in property description, each in form and substance satisfactory to Lender; (c) each Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (cd) Borrowers and Guarantors each Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (de) the Equipment is and shall be used in the business of Borrowers and Guarantors Borrowers' businesses and not for personal, family, household or farming use; (ef) Borrowers and Guarantors each Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of such Borrower or to move Equipment directly from one location of a Borrower set forth or permitted herein to another such location of such or the other Borrower (so long as a financing statement between Lender, as secured party, and such other Borrower, as debtor, covering such Equipment has previously been recorded in the appropriate governmental offices of the jurisdiction of such location) and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effect; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s ' s request, Borrowers and Guarantors Guarantor shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors Guarantor shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors Guarantor shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors Guarantor and not for personal, family, household or farming use; (e) Borrowers and Guarantors Guarantor shall not remove any Equipment from the locations set forth or permitted herein, except (i) to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or business, (ii) to move Equipment directly from one location set forth or permitted herein to another such location location, (iii) to move Equipment to locations outside the United States, provided, that, the aggregate book value of all Equipment so moved shall not exceed $250,000 and except for any such Equipment shall not be necessary or material to the operations of any Borrower or Guarantor or (iv) the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors Guarantor shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors Borrower shall, at their its expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of DefaultDefault exists or has occurred and is continuing, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to relyrely (PROVIDED, THAT, any appraisal requested at such time as an Event of Default exists or has occurred and is continuing shall not be considered for purposes of the limitation on the number of appraisals provided for herein); (b) Borrowers and Guarantors Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear excepted and casualty and condemnation exceptedexcept for worn-out or obsolete Equipment or Equipment no longer used or useful in the business of Borrower); (c) Borrowers and Guarantors Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance in all material respects and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors Borrower and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment from the locations set forth or permitted herein, except that Borrower may remove Equipment from the locations set forth or permitted herein: (i) to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or (ii) to move Equipment directly from one location set forth or permitted herein to another such location and except for or (iii) to the movement of extent such Equipment are motor vehicles and trailers used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness or (iv) other Equipment so long as the aggregate amount of all of such Equipment at such other locations does not have a value in excess of $25,000; (f) the Equipment (other than Equipment that is a fixture) is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment (other than Equipment that is a fixture) to be or become a part of or affixed to real property except where other than Real Property owned by Borrower and subject to a Mortgage (unless the failure to do so would not have Real Property has a Material Adverse Effectvalue of less than $100,000); and (gv) each Borrower and Guarantor assumes all neither Agent nor any Lender shall have any responsibility and or liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's reasonable request, Borrowers and Guarantors shall, at their expense, no more than one once in any twelve (112) month period, but at any time or times as Agent may request upon on or after the occurrence and during the continuance of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology substantially the same as in the appraisals delivered to Agent prior to the date hereof or otherwise reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; provided, however, that so long as no Default or Event of Default shall have occurred and be continuing, Agent shall not retain any appraiser without the prior written consent of Administrative Borrower Representative, which consent shall not be unreasonably withheld or delayed; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running order and marketable condition repair (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment with a value in excess of $250,000 in the aggregate for all Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) as among Borrowers, Agent and Lender, each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors Borrower shall, at their its expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of DefaultDefault exists or has occurred and is continuing, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to relyrely (PROVIDED, THAT, any appraisal requested at such time as an Event of Default exists or has occurred and is continuing shall not be considered for purposes of the limitation on the number of appraisals provided for herein); (b) Borrowers and Guarantors Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear excepted and casualty and condemnation exceptedexcept for worn-out or obsolete Equipment or Equipment no longer used or useful in the business of Borrower); (c) Borrowers and Guarantors Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance in all material respects and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors Borrower and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment from the locations set forth or permitted herein, except that Borrower may remove Equipment from the locations set forth or permitted herein: (i) to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or (ii) to move Equipment directly from one location set forth or permitted herein to another such location and except for or (iii) to the movement of extent such Equipment are motor vehicles and trailers used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness or (iv) other Equipment so long as the aggregate amount of all of such Equipment at such other locations does not have a value in excess of $25,000; (f) the Equipment (other than Equipment that is a fixture) is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment (other than Equipment that is a fixture) to be or become a part of or affixed to real property except where other than Real Property owned by Borrower and subject to a Mortgage (unless the failure to do so would not have Real Property has a Material Adverse Effectvalue of less than $100,000); and (gv) each Borrower and Guarantor assumes all neither Agent nor any Lender shall have any responsibility and or liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors each Borrower shall, at their its expense, no more than one (1) at any time or times as Agent may request upon the occurrence and or during the continuance existence of an Event of Default, deliver or cause to be delivered to Agent written reports or appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the a Borrower’s business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of a Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness and Borrowers shall not remove any Equipment currently located in the United States to any location outside of the United States; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where so as to become a fixture or an accession to real property unless it is attached to the failure Real Property subject to do so would not have a Material Adverse Effectthe Mortgage; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) the Borrowers and Guarantors represent and warrant that the Equipment of Borrowers and Guarantors are located on Real Property owned by a Borrower or Guarantor which is subject to a Mortgage in favor of Agent and Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted hereinsuch locations, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one owned location set forth or permitted herein subject to a Mortgage to another such owned location subject to a Mortgage and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment equipment (other than equipment consisting of motor vehicles and cargo containers) and Real Property: (a) upon Agent’s or a Lender’s request, Borrowers and Guarantors Borrower shall, at their expense, no more than one two (12) times in any twelve (12) month period, but at any time or times as Agent or a Lender may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent and Lenders written appraisals as to the Equipment such equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and Lenders and by an appraiser reasonably acceptable to AgentAgent and Required Lenders, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely; (b) Borrowers and Guarantors Borrower shall keep the Equipment such equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors Borrower shall use the Equipment such equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment such equipment is and shall be used in the business of Borrowers and Guarantors Borrower and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment such equipment from the locations set forth or permitted herein, except (i) to the extent necessary to have any Equipment such equipment repaired or maintained in the ordinary course of its business or and (ii) to move Equipment any such equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of businesslocation; (f) the Equipment such equipment is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment such equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of such equipment and the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and owned Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance existence of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property by an independent appraiser in form, scope and methodology reasonably each case acceptable to Agent and by applying an appraiser reasonably acceptable approach to Agentvaluation which is consistent to the approach used in the appraisals of Borrowers’ Equipment and/or the owned Real Property prepared for Agent prior to the Original Closing Date, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (obsolescence and ordinary wear and tear and casualty and condemnation excepted); (c) to the extent included in the Borrowing Base, Borrowers and Guarantors shall use the Equipment and owned Real Property with all reasonable care and caution and in material compliance with applicable standards of any insurance and in material compliance with all applicable material laws; (d) Borrowers shall use all other Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity compliance with all applicable laws laws, except in each case where non-compliance could, individually or in the failure to so use would aggregate for all such non-compliance, not result in have a Material Adverse Effect; (de) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (ef) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (fg) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (gh) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment ---------------------------------------- and Real Property: (a) upon Agent’s Lender's request, Borrowers and Guarantors shall, at their expense, no more than one once in any twelve (112) month period, but at any time or times as Agent Lender may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent Lender written reports or appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors each Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors each Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the each Borrower's business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors each Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of such Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such each Borrower or Guarantor in the ordinary course of businessbusiness and no Borrower shall remove any Equipment currently located in the United States to any location outside of the United States, except, that, Borrower may remove Equipment currently located in the United States to any location outside of the United States so long as at the time of such movement of Equipment each of the following conditions is satisfied: (i) Borrower notifies Lender of its intention to move such Equipment, (ii) the net book value of all such item of Equipment when aggregated with the net book value of all other Equipment moved out of the United States pursuant to this Section does not exceed $500,000, and (iii) as of the date of any such movement of Equipment and after giving effect thereto, no Event of Default or act, condition or event which with notice or passage of time or both would constitute an Event of Default exists or has occurred and is continuing; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors each Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where so as to become a fixture or an accession to real property unless it is attached to the failure Real Property subject to do so would not have a Material Adverse EffectMortgage; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors Borrower shall, at their its expense, no more than one (1) at any time or times as Agent Lender may reasonably request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent Lender written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLeader, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to do so use would will not result in have a Material Adverse Effect; (d) the Equipment is and shall be used in the Borrower’s business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment to lo be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real PropertyProperty owned by any Borrower or Guarantor: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) expense at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property located in Ridgewood, New York in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers shall maintain the vehicles in accordance with the maintenance system utilized by Borrowers on the date hereof and Guarantors otherwise in a manner acceptable to Agent; each Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property Property, in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired repaired, replaced or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would (but not have a Material Adverse Effectincluding for this purpose any plumbing and electrical fixtures, heating, ventilation and air conditioning, wall and floor coverings, walls or ceilings and other fixtures not constituting trade fixtures); and (g) as between Agent and Lenders, on the one hand, and Borrowers and Guarantors, on the other hand, each Borrower and Guarantor assumes all responsibility and liability arising from or relating to the use use, sale or other disposition of the Equipment and or Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one two (12) times in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon AgentLender’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent Lender may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent Lender written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real PropertyInventory: (a) each Borrower and Guarantor shall at all times maintain inventory records reasonably satisfactory to Agent, keeping correct and accurate records itemizing and describing the kind, type, quality and quantity of Inventory, such Borrower’s or Guarantor’s cost therefor and daily withdrawals therefrom and additions thereto; (b) Borrowers and Guarantors shall conduct a physical count of the Inventory either through periodic cycle counts or wall to wall counts, so that all Inventory is subject to such counts at least once each year, but at any time or times as Agent may request at any time an Event of Default exists or has occurred and is continuing, and promptly following such physical inventory (whether through periodic cycle counts or wall to wall counts) shall supply Agent with a report in the form and with such specificity as may be reasonably satisfactory to Agent concerning such physical count; (c) Borrowers and Guarantors shall not remove any Inventory from the locations set forth or permitted herein, without the prior written consent of Agent, except for sales of Inventory in the ordinary course of Borrowers’ business and except to move Inventory directly from one location set forth or permitted herein to another such location and except for Inventory shipped from the manufacturer thereof to such Borrower or Guarantor which is in transit to the locations set forth or permitted herein; (d) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one three (13) times in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of at Agent’s expense, or at any time or times as Agent may request at Borrowers’ expense at any time an Event of DefaultDefault exists or has occurred and is continuing, deliver or cause to be delivered to Agent written reports or appraisals as to the Equipment and/or the fee owned Real Property Inventory in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is and Lenders are expressly permitted to rely; (be) upon Agent’s request, Borrowers shall, at their expense, conduct through RGIS Inventory Specialists, Inc. or another inventory counting service acceptable to Agent, a physical count of the Inventory in form, scope and Guarantors methodology acceptable to Agent no more than two (2) times in any twelve (12) month period, but at any time or times as Agent may request at any time an Event of Default exists or has occurred and is continuing or at any time or times as Agent may request in the event of test count variances in excess of the shrinkage reserve established by any Borrower, the results of which shall keep be reported directly by such inventory counting service to Agent and Borrowers shall promptly deliver confirmation in a form satisfactory to Agent that appropriate adjustments have been made to the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted)inventory records of Borrowers to reconcile the inventory count to Borrowers’ inventory records; (cf) Borrowers each Borrower and Guarantors Guarantor shall use produce, use, store and maintain the Equipment Inventory, with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where (including the failure to so use would not result in a Material Adverse Effectrequirements of the Federal Fair Labor Standards Act of 1938, as amended and all rules, regulations and orders related thereto); (dg) none of the Equipment is and shall be used in Inventory or other Collateral constitutes farm products or the business of Borrowers and Guarantors and not for personal, family, household or farming useproceeds thereof; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effect; and (gh) each Borrower and Guarantor assumes all responsibility and liability arising from or relating to the use production, use, sale or other disposition of the Equipment Inventory; (i) Borrowers and Real PropertyGuarantors shall not sell Inventory to any customer on approval, or any other basis which entitles the customer to return or may obligate any Borrower or Guarantor to repurchase such Inventory except for the right of return given to retail customers of such Borrower in the ordinary course of the business of such Borrower in accordance with the then current return policy of such Borrower; (j) Borrowers and Guarantors shall keep the Inventory in good and marketable condition; (k) Borrowers and Guarantors shall not, without prior written notice to Agent or the specific identification of such Inventory in a report with respect thereto provided by Borrower Agent to Agent pursuant to Section 7.1(a) hereof, acquire or accept any Inventory on consignment or approval.

Equipment and Real Property Covenants. With respect to the Equipment and Real PropertyEquipment: (a) subject to limitation on expenses set forth in Section 9.15 hereof, upon AgentLender’s request, Borrowers and Guarantors Borrower shall, at their its expense, no more than one (1) at any time or times as Agent Lender may request upon the occurrence and during the continuance of an Event of Defaultrequest, deliver or cause to be delivered to Agent Lender written reports or appraisals as to the Equipment and/or and the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to relyLender; (b) Borrowers and Guarantors Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors Borrower shall use the Equipment with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the Borrower’s business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real PropertyEquipment.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s Lender's request, Borrowers and Guarantors shall, at their expense, no more than one once in any twelve (112) month period, but at any time or times as Agent Lender may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent Lender written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors each Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors each Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors Borrowers' businesses and not for personal, family, household or farming use; (e) Borrowers and Guarantors each Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business the respective businesses of Borrowers or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor Borrowers in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors each Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property. The covenants set forth in this Section with respect to Real Property apply only to the Real Property of Chemicals owned as the date hereof and property acquired by any Borrower or Guarantor after the date hereof, pursuant to Section 9.20 hereof.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: Property (but as to the Real Property only to the extent at any time subject to a Mortgage): (a) upon Agent’s request, Borrowers and Guarantors Borrower shall, at their its expense, no more than one once in any twelve (112) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of DefaultDefault and for so long as the same is continuing, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property (but in case of the Real Property only as to the Real Property subject to a Mortgage) in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear excepted and casualty and condemnation exceptedexcept as to obsolete or worn-out Equipment or Equipment no longer used in the business that is not Eligible Equipment or Eligible New Equipment); (c) Borrowers and Guarantors Borrower shall use the Equipment and the Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors Borrower and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and the Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real PropertyProperty owned by any Borrower or Guarantor: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) expense at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers shall maintain the vehicles in accordance with the maintenance system utilized by Borrowers on the date hereof and Guarantors otherwise in a manner acceptable to Agent; each Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors each Borrower shall, at their its expense, no more than one (1) at any time or times as Agent may request upon the occurrence and or during the continuance existence of an Event of Default, deliver or cause to be delivered to Agent written reports or appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the a Borrower's business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of a Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness and Borrowers shall not remove any Equipment currently located in the United States to any location outside of the United States except for (i) the textile equipment currently located at 0000 Xxxxxx Xxxxxx Xxxxx, Xxxxxxx, Xxxxxxx, and (ii) the cutting equipment currently located at 000 Xxxx Xxxx Xxxxxx, Xxxxxx, Xxxxx Xxxxxxxx; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where so as to become a fixture or an accession to real property unless it is attached to the failure Real Property subject to do so would not have a Material Adverse Effectthe Mortgage; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Baldwyn Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; provided, that, for the purposes of this Section 7.4, the form, scope and methodology of the most recent appraisal conducted and the most recent appraiser used by Borrowers, in each case, prior to the date hereof shall be deemed acceptable to Agent; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable operating condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in material conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) other than in connection with Permitted Dispositions, Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business (or to return defective or non-conforming Equipment to the manufacturers or vendors thereof) or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except (i) to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except location, (ii) for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness and (iii) the sale or other disposition of Equipment permitted by Section 9.7(b)(ii); (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real PropertyProperty Related Interests of Borrower and each Restricted Subsidiary: (a) upon Agent’s request's request at any time (but not, Borrowers and Guarantors shall, at their expense, no more than one (1) time as Agent may request upon in the occurrence and during the continuance absence of an existing Event of Default, more than once a year, excluding any appraisals done prior to the date hereof), Borrower shall, and shall cause each Restricted Subsidiary to, at its expense, deliver or cause to be delivered to Agent written reports or appraisals as to the of such Person's Equipment and/or the fee owned Real Property Related Interests, in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers Borrower shall, and Guarantors shall cause each Restricted Subsidiary to, keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers Borrower shall, and Guarantors shall cause each Restricted Subsidiary to, use the Equipment and Real Property Related Interests with all reasonable care and caution and in accordance with applicable standards of any insurance and in material conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is Borrower shall not, and shall be used in the business of Borrowers and Guarantors and not for personalpermit any Restricted Subsidiary to, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment of such Person from the locations set forth or permitted herein, except to the extent necessary to have any such Equipment replaced, repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor such Restricted Subsidiary in the ordinary course of businessbusiness (in each case so long as financing statements satisfactory to Agent have been previously recorded in the appropriate governmental offices of the jurisdiction of such location if required to perfect or maintain the perfection of the Agent's security interest therein); (fe) the Equipment of Borrower and each Restricted Subsidiary is now and shall remain personal property of such Person and Borrowers Borrower shall not, and Guarantors shall not permit any part Restricted Subsidiary to, permit any of the their respective Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (gf) each Borrower and Guarantor each Restricted Subsidiary assumes all responsibility and liability arising from the use of the their Equipment and Real PropertyProperty Related Interests.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors each Borrower shall, at their its expense, no more than one (1) at any time or times as Agent may request upon the occurrence and or during the continuance existence of an Event of Default, deliver or cause to be delivered to Agent written reports or appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the a Borrower’s business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of a Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness and Borrowers shall not remove any Equipment currently located in the United States to any location outside of the United States except for (i) the textile equipment currently located at 1000 Xxxxxx Xxxxxx Xxxxx, Xxxxxxx, Xxxxxxx, and (ii) the cutting equipment currently located at 100 Xxxx Xxxx Xxxxxx, Xxxxxx, Xxxxx Xxxxxxxx; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where so as to become a fixture or an accession to real property unless it is attached to the failure Real Property subject to do so would not have a Material Adverse Effectthe Mortgage; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's reasonable request, Borrowers and Guarantors shall, at their expense, no more than one once in any twelve (112) month period, but at any time or times as Agent may request upon on or after the occurrence and during the continuance of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology substantially the same as in the appraisals delivered to Agent prior to the date hereof or otherwise reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; provided, however, that so long as no Default or Event of Default shall have occurred and be continuing, Agent shall not retain any appraiser without the prior written consent of Administrative Borrower Representative, which consent shall not be unreasonably withheld or 70 delayed; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running order and marketable condition repair (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment with a value in excess of $250,000 in the aggregate for all Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) as among Borrowers, Agent and Lender, each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of DefaultDefault exists or has occurred and is continuing, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to relyrely (provided, that, any appraisal requested at such time as an Event of Default exists or has occurred and is continuing shall not be considered for purposes of the limitation on the number of appraisals provided for herein); (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear excepted and casualty and condemnation exceptedexcept for worn-out or obsolete Equipment or Equipment no longer used or useful in the business of Borrower); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance in all material respects and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except that Borrowers may remove Equipment from the locations set forth or permitted herein: (i) to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or (ii) to move Equipment directly from one location set forth or permitted herein to another such location and except for or (iii) to the movement of extent such Equipment are motor vehicles and trailers used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness or (iv) other Equipment so long as the aggregate amount of all of such Equipment at such other locations does not have a value in excess of $500,000; (f) the Equipment (other than Equipment that is a fixture) is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment (other than Equipment that is a fixture) to be or become a part of or affixed to real property except where other than Real Property owned by Borrowers and subject to a Mortgage (unless the failure to do so would not have Real Property has a Material Adverse Effectvalue of less than $100,000); and (gv) each Borrower and Guarantor assumes all neither Agent nor any Lender shall have any responsibility and or liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors Borrower shall, at their its expense, no more than one (1) at any time or times as Agent Lender may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent Lender written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the Borrower’s business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Administrative Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period if Excess Availability at any time during such twelve (12) month period is less than or equal to an amount equal to fifty (50%) percent of the Borrowing Base, but at any time or times as Administrative Agent may request upon the occurrence and during the continuance of on or after an Event of DefaultDefault or at Administrative Agent’s own expense, deliver or cause to be delivered to Administrative Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Administrative Agent and by an appraiser reasonably acceptable to Administrative Agent, addressed to Administrative Agent and upon which Administrative Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired repaired, replaced or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would (but not have a Material Adverse Effectincluding for this purpose any plumbing and electrical fixtures, heating, ventilation and air conditioning, wall and floor coverings, walls or ceilings and other fixtures not constituting trade fixtures); and (g) as between Administrative Agent and Lenders, on the one hand, and Borrowers and Guarantors, on the other hand, each Borrower and Guarantor assumes all responsibility and liability arising from or relating to the use use, sale or other disposition of the Equipment and Real Property(but nothing contained herein shall be construed as the basis for any liability of any Borrower or Guarantor as to any third party).

Equipment and Real Property Covenants. With respect to Real Property ------------------------------------- subject to the Equipment and Real Property: (a) Mortgages, upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one once in any twelve (112) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written reports or appraisals as to the Equipment and/or the fee owned Real Property subject to the Mortgages, in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly and Lenders are permitted to rely; . With respect to the Equipment and Real Property: (ba) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (cb) Borrowers and Guarantors Obligors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in material conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (ec) Borrowers and Guarantors Obligors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment replaced, repaired or maintained in the ordinary course of its the business of Borrowers or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles or other portable Equipment used by or for the benefit of such Borrower or Guarantor Borrowers and Obligors in the ordinary course of business; (f) the Equipment is now business and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be except for sales, dispositions or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectother transactions permitted under this Agreement; and (gd) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their expense, no more than one once in any twelve (112) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of DefaultDefault exists or has occurred and is continuing, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to relyrely (provided, that, any appraisal requested at such time as an Event of Default exists or has occurred and is continuing shall not be considered for purposes of the limitation on the number of appraisals provided for herein); (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear excepted and casualty and condemnation exceptedexcept for worn-out or obsolete Equipment or Equipment no longer used or useful in the business of any Borrower or Guarantor); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance in all material respects and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectall material respects; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles and trailers used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; and (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effect; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s reasonable request, Borrowers and Guarantors shall, at their expense, no more than one (1) at any time or times as Agent may reasonably request upon the occurrence and during the continuance of after an Event of DefaultDefault has occurred and is continuing, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s Lender's request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, inclusive of any appraisals delivered in accordance with the Congress Agreement, but at any time or times as Agent Lender may request upon when the occurrence book value of Equipment has increased by twenty-five percent (25%) or more since the last written appraisal thereof, and during the continuance of at any time or times as Lender may request on or after an Event of Default, deliver or cause to be delivered to Agent Lender written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors each Borrower shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors each Borrower shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the a Borrower's business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors no Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of such Borrower or to move Equipment directly from one location set forth or permitted herein to another such location or to sell Equipment in accordance with clause (ii) of Section 9.7 (b) hereof, and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors no Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers Borrower and Guarantors shall, at their expense, no more than one (1) once during each fiscal year, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers Borrower and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers Borrower and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers Borrower and Guarantors and not for personal, family, household or farming use; (e) Borrowers Borrower and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or such Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers Borrower and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where unless such real property is subject to one of the failure to do so would not have a Material Adverse EffectMortgages; and (g) each Borrower and each Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.. 7.5

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers and Guarantors shall, at their its expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent written reports or appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the a Borrower's business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of a Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of businessbusiness and Borrowers shall not remove any Equipment currently located in the United States to any location outside of the United States except for the excess sewing equipment currently located at 314 Water Street, Washington, Georgia; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors sxxxx xxxxxx xxxxxxxx xxxxxxxx xxx Xxxrowers shall not permit any part of the Equipment to be or become a part of or affixed to real property except where so as to become a fixture or an accession to real property unless it is attached to the failure Real Property subject to do so would not have a Material Adverse Effectthe Mortgage; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and owned Real Property: (a) upon Agent’s 's request or Required Term Lenders' request, Borrowers and Guarantors shall, at their expense, no more than one (1) time in any twelve (12) month period, but at any time or times as Agent or Required Term Lenders may request upon the occurrence and during the continuance existence of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property by an independent appraiser in form, scope and methodology reasonably each case acceptable to Agent and by applying an appraiser reasonably acceptable approach to Agentvaluation which is consistent to the approach used in the appraisals of Borrowers' Equipment and/or the owned Real Property prepared for Agent prior to the Original Closing Date, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (obsolescence and ordinary wear and tear and casualty and condemnation excepted); (c) to the extent included in the Borrowing Base, Borrowers and Guarantors shall use the Equipment and owned Real Property with all reasonable care and caution and in material compliance with applicable standards of any insurance and in material compliance with all applicable material laws; (d) Borrowers shall use all other Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity compliance with all applicable laws laws, except in each case where non-compliance could, individually or in the failure to so use would aggregate for all such non-compliance, not result in have a Material Adverse Effect; (de) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (ef) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (fg) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (gh) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s 's request, Borrowers Borrower and Guarantors shall, at their expense, no more than one (1) once during each Fiscal Year for Equipment or more than once during any two Fiscal Years for Real Property, but at any time or times as Agent may request upon after the occurrence and during the continuance of an Event of Default, deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is expressly permitted to rely; (b) Borrowers Borrower and Guarantors shall (i) keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear excepted) and casualty (ii) keep the Real Property in good order and condemnation repair and in commercially reasonable operating condition (ordinary wear and tear excepted); (c) Borrowers Borrower and Guarantors shall use the Equipment and Real Property with all commercially reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the business of Borrowers Borrower and Guarantors and not for personal, family, household or farming use; (e) Borrowers except as expressly permitted under this Agreement, Borrower and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location (that is owned or covered by a Collateral Access Agreement) and except for the movement of motor vehicles used by or for the benefit of such Borrower or such Guarantor in the ordinary course of business; and (f) the Equipment is now and shall remain personal property and Borrowers Borrower and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure unless such real property is subject to do so would not have a Material Adverse Effect; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use one of the Equipment and Real Property.Mortgages. 7.5

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s Lender's request, Borrowers and Guarantors shall, at their expense, no more than one once in any twelve (112) month period, but at any time or times as Agent Lender may request upon the occurrence and during the continuance of on or after an Event of Default, deliver or cause to be delivered to Agent Lender written appraisals as to the Equipment and/or the fee owned Real Property in form, scope and methodology reasonably acceptable to Agent Lender and by an appraiser reasonably acceptable to AgentLender, addressed to Agent Lender and upon which Agent Lender is expressly permitted to rely; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted); (c) Borrowers and Guarantors shall use the Equipment and Real Property with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectlaws; (d) the Equipment is and shall be used in the Borrowers' business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors no Borrower shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its the business of such Borrower or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors no Borrower shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse EffectReal Property; and (g) each Borrower and Guarantor assumes Borrowers assume all responsibility and liability arising from the use of the Equipment and Real Property.

Equipment and Real Property Covenants. With respect to the Equipment and Real PropertyInventory: (a) each Borrower and Guarantor shall at all times maintain inventory records reasonably satisfactory to Agent, keeping correct and accurate records itemizing and describing the kind, type, quality and quantity of Inventory, such Borrower’s or Guarantor’s cost therefor and daily withdrawals therefrom and additions thereto; (b) Borrowers and Guarantors shall conduct a physical count of the Inventory either through periodic cycle counts or wall to wall counts, so that all Inventory is subject to such counts at least once each year, but at any time or times as Agent may request at any time an Event of Default exists or has occurred and is continuing, and promptly following such physical inventory (whether through periodic cycle counts or wall to wall counts) shall supply Agent with a report in the form and with such specificity as may be reasonably satisfactory to Agent concerning such physical count; (c) Borrowers and Guarantors shall not remove any Inventory from the locations set forth or permitted herein, without the prior written consent of Agent, except for sales of Inventory in the ordinary course of Borrowers’ business and except to move Inventory directly from one location set forth or permitted herein to another such location and except for Inventory shipped from the manufacturer thereof to such Borrower or Guarantor which is in transit to the locations set forth or permitted herein; (d) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one three (13) times in any twelve (12) month period, but at any time or times as Agent may request upon the occurrence and during the continuance of at Agent’s expense, or at any time or times as Agent may request at Borrowers’ expense at any time an Event of DefaultDefault exists or has occurred and is continuing, deliver or cause to be delivered to Agent written reports or appraisals as to the Equipment and/or the fee owned Real Property Inventory in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and upon which Agent is and Lenders are expressly permitted to rely; (be) upon Agent’s request, Borrowers shall, at their expense, conduct through RGIS Inventory Specialists, Inc. or another inventory counting service acceptable to Agent, a physical count of the Inventory in form, scope and Guarantors methodology acceptable to Agent no more than two (2) times in any twelve (12) month period, but at any time or times as Agent may request at any time an Event of Default exists or has occurred and is continuing or at any time or times as Agent may request in the event of test count variances in excess of the shrinkage reserve established by any Borrower, the results of which shall keep be reported directly by such inventory counting service to Agent and Borrowers shall promptly deliver confirmation in a form satisfactory to Agent that appropriate adjustments have been made to the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted)inventory records of Borrowers to reconcile the inventory count to Borrowers’ inventory records; (cf) Borrowers each Borrower and Guarantors Guarantor shall use produce, use, store and maintain the Equipment Inventory, with all reasonable care and caution and in accordance with applicable standards of any insurance and in conformity with all applicable laws except where (including the failure to so use would not result in a Material Adverse Effectrequirements of the Federal Fair Labor Standards Act of 1938, as amended and all rules, regulations and orders related thereto); (dg) none of the Equipment is and shall be used in Inventory or other Collateral constitutes farm products or the business of Borrowers and Guarantors and not for personal, family, household or farming useproceeds thereof; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or to move Equipment directly from one location set forth or permitted herein to another such location and except for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effect; and (gh) each Borrower and Guarantor assumes all responsibility and liability arising from or relating to the use production, use, sale or other disposition of the Equipment Inventory; (i) Borrowers and Real PropertyGuarantors shall not sell Inventory to any customer on approval, or any other basis which entitles the customer to return or may obligate any Borrower or Guarantor to repurchase such Inventory except for the right of return given to retail customers of such Borrower in the ordinary course of the business of such Borrower in accordance with the then current return policy of such Borrower; (j) Borrowers and Guarantors shall keep the Inventory in good and marketable condition; (k) Borrowers and Guarantors shall not, without prior written notice to Agent or the specific identification of such Inventory in a report with respect thereto provided by Borrower Agent to Agent pursuant to Section 7.1 (a) hereof, acquire or accept any Inventory on consignment or approval.

Equipment and Real Property Covenants. With respect to the Equipment and Real Property: (a) upon Agent’s request, Borrowers and Guarantors shall, at their expense, no more than one (1) time as Agent may request upon the occurrence and during the continuance of an Event of Default, shall deliver or cause to be delivered to Agent written appraisals as to the Equipment and/or the fee owned Real Property that is subject to a Mortgage, in form, scope and methodology reasonably acceptable to Agent and by an appraiser reasonably acceptable to Agent, addressed to Agent and Lenders and upon which Agent is and Lenders are expressly permitted to rely, provided, that, (i) such appraisals shall be at the expense of Borrowers on or after a Cash Dominion Event and for so long as the same is continuing and otherwise at the expense of Agent and Lenders, and (ii) so long as no Event of Default shall exist or have occurred and be continuing, there shall be no more than one (1) Equipment appraisal and one (1) Real Property appraisal in any twelve (12) month period at the expense of Borrowers; (b) Borrowers and Guarantors shall keep the Equipment in good order, repair, running and marketable condition (ordinary wear and tear and casualty and condemnation excepted)) in accordance with current practices; (c) Borrowers and Guarantors shall use the Equipment with all reasonable care and caution and Real Property in accordance with applicable standards of any insurance and in conformity with all applicable laws except where the failure to so use would not result in a Material Adverse Effectaccordance with Section 8.7 hereof; (d) the Equipment is and shall be used in the business of Borrowers and Guarantors and not for personal, family, household or farming use; (e) Borrowers and Guarantors shall not remove any Equipment from the locations set forth or permitted herein, except (i) for sales or other dispositions of Equipment permitted hereunder, (ii) to the extent necessary to have any Equipment repaired or maintained in the ordinary course of its business or business, (iii) to move Equipment directly from one location set forth or permitted herein to another such location and except location, (iv) for the movement of motor vehicles used by or for the benefit of such Borrower or Guarantor in the ordinary course of business, and (v) for Equipment in transit in the ordinary course of business; (f) the Equipment is now and shall remain personal property and Borrowers and Guarantors shall not permit any part of the Equipment to be or become a part of or affixed to real property except where the failure to do so would not have a Material Adverse Effectproperty; and (g) each Borrower and Guarantor assumes all responsibility and liability arising from the use of the Equipment and Real Property.