Common use of First Lien and Locations of Collateral Clause in Contracts

First Lien and Locations of Collateral. Borrower warrants and -------------------------------------- represents to and covenants with Bank that: (a) as of the Closing Date, Bank's security interest in the Collateral is and at all times hereafter shall be perfected and have a first priority; (b) the offices and/or locations where Borrower keeps the Collateral consisting of personal property, and the books and records concerning the Collateral, consisting of books and records with respect to both real and personal property, are at the locations specified on Schedule 7.4 and Borrower shall not remove such books and ------------ records and/or the Collateral therefrom and shall not keep any of such books and records and/or the Collateral at any other office or location without the prior written consent of Bank; and (c) the addresses specified on Schedule 7.4 include ------------ and designate Borrower's executive offices, chief place of business and other offices and places of business and are Borrower's sole offices and places of business. Borrower, by written notice delivered to Bank at least thirty (30) days prior thereto, shall advise Bank of Borrower's opening of any new office or place of business or its closing of any existing office or place of business and any new office or place of business shall be within the continental United States of America. There are no liens on the Collateral other than the lien of Bank pursuant hereto and Permitted Liens.

First Lien and Locations of Collateral. Borrower warrants and -------------------------------------- represents to and covenants with Bank that: (a) as of the Closing Date, Bank's security interest in the Collateral is now and at all times hereafter shall be perfected and have a first prioritypriority other than Permitted Liens; (b) the offices and/or locations where Borrower keeps the Collateral consisting of personal property, property and the books and records concerning the Collateral, consisting of books and records with respect to both real and personal property, Collateral are at the locations specified on Schedule SCHEDULE 7.4 and Borrower shall not remove such books and ------------ records and/or the Collateral therefrom and shall not keep any of such books and records and/or the Collateral at any other office or location without the prior written consent of Bank; and (c) the addresses specified on Schedule SCHEDULE 7.4 include ------------ and designate Borrower's chief executive officesoffice, chief place of business and other offices and places of business and are Borrower's sole offices and places of business. Borrower, by written notice delivered to Bank at least thirty (30) days prior thereto, shall advise Bank of Borrower's opening of any new office or place of business or its closing of any existing office or place of business business, and any new office or place of business shall be within the continental United States of America. There are no liens on the Collateral other than the lien of Bank pursuant hereto and Permitted Liens.

First Lien and Locations of Collateral. Borrower warrants and -------------------------------------- represents to to, and covenants with Bank with, Lender that: (a) as of the Closing Date, Bank's Lender’s security interest in the Collateral is is, and at all times hereafter thereafter shall be be, perfected and have a first priority; (b) the offices and/or locations where Borrower keeps the Collateral consisting of personal property, property and the books and records concerning the Collateral, consisting of books and records with respect to both real and personal property, Collateral are located solely at the locations specified on Schedule 7.4 Real Property and at Borrower’s office as listed in Section 16.9 hereof, and Borrower shall not remove such books and ------------ records and/or the Collateral therefrom and shall not keep any of such books and records and/or the Collateral at any other office or location without the prior written consent of BankLender; and (c) as of the addresses specified on Schedule 7.4 include ------------ Closing Date, Borrower’s sole office and designate Borrower's executive offices, chief place of business is the Real Property and other offices and places of business and are Borrower's sole offices and places of businessat those locations as set forth in Section 16.9. BorrowerAn Authorized Officer, by written notice delivered to Bank Lender at least thirty (30) days prior thereto, shall advise Bank Lender of Borrower's ’s opening of any new office or place of business or its closing of any existing office or place of business and any new office or place of business shall be within the continental United States of America. There are no liens Liens on the Collateral other than the lien Liens of Bank Lender pursuant hereto hereto, and any Permitted LiensExceptions.

First Lien and Locations of Collateral. Borrower warrants and -------------------------------------- represents to and covenants with Bank (after giving effect to the Acquisition) that: (a) as of the Closing Date, Bank's security interest in the Collateral is now and at all times hereafter shall be perfected and have a first prioritypriority other than Permitted Liens; (b) the offices and/or locations where Borrower keeps the Collateral consisting of personal property, property and the books and records concerning the Collateral, consisting of books and records with respect to both real and personal property, Collateral are at the locations specified on Schedule 7.4 and Borrower shall not remove such books and ------------ records and/or the Collateral therefrom and shall not keep any of such books and records and/or the Collateral at any other office or location without the prior written consent of Bank; and (c) the addresses specified on Schedule 7.4 include ------------ and designate Borrower's chief executive officesoffice, chief place of business and other offices and places of business and are Borrower's sole offices and places of business. Borrower, by written notice delivered to Bank at least thirty (30) days prior thereto, shall advise Bank of Borrower's opening of any new office or place of business or its closing of any existing office or place of business and any new office or place of business shall be within the continental United States of America. There are no liens on the Collateral other than the lien of Bank pursuant hereto and Permitted Liens.

First Lien and Locations of Collateral. Each Borrower warrants and -------------------------------------- represents to and covenants with Bank that: (a) as of the Closing Date, Bank's security interest in the Collateral is and at all times hereafter shall be perfected and have a first priority; (b) the offices and/or locations where each Borrower keeps the Collateral consisting of personal property, and the books and records concerning the Collateral, consisting of books and records with respect to both real and personal property, are at the locations specified on Schedule -------- 7.4 and no Borrower shall not remove such books and ------------ records and/or the Collateral --- therefrom and shall not keep any of such books and records and/or the Collateral at any other office or location without the prior written consent of Bank; and (c) the addresses specified on Schedule 7.4 include ------------ and designate each ------------ Borrower's executive offices, chief place of business and other offices and places of business and are Borrower's Borrowers' sole offices and places of business. BorrowerBorrowers, by written notice delivered to Bank at least thirty (30) days prior thereto, shall advise Bank of any Borrower's opening of any new office or place of business or its closing of any existing office or place of business and any new office or place of business shall be within the continental United States of America. There are no liens on the Collateral other than the lien of Bank pursuant hereto and Permitted Liens.

First Lien and Locations of Collateral. Borrower warrants and -------------------------------------- represents to and covenants with Bank that: (a) as of the Closing Date, Bank's security interest in the Collateral is now and at all times hereafter shall be perfected and have a first prioritypriority other than Permitted Liens; (b) the offices and/or locations where Borrower keeps the Collateral consisting of personal property, property and the books and records concerning the Collateral, consisting of books and records with respect to both real and personal property, Collateral are at the locations specified on Schedule 7.4 and Borrower shall not remove such books and ------------ records and/or the Collateral therefrom and shall not keep any of such books and records and/or the Collateral at any other office or location without the prior written consent of Bank; and (c) the addresses specified on Schedule 7.4 include ------------ and designate Borrower's chief executive officesoffice, chief place of business and other offices and places of business and are Borrower's sole offices and places of business. Borrower, by written notice delivered to Bank at least thirty (30) days prior thereto, shall advise Bank of Borrower's opening of any new office or place of business or its closing of any existing office or place of business and any new office or place of business shall be within the continental United States of America. There are no liens on the Collateral other than the lien of Bank pursuant hereto and Permitted Liens.