Common use of Administration of Equipment Clause in Contracts

Administration of Equipment. (a) Each Borrower shall keep accurate records itemizing and describing the kind, type, quality, quantity and cost of its Equipment and all dispositions made in accordance with Section 5.4(b), and shall furnish Lender with a current schedule containing the foregoing information on at least an annual basis and more often if requested by Lender. Promptly after request therefor by Lender, Borrowers shall deliver to Lender all evidence of ownership, if any, of any of the Equipment. (b) No Borrower shall sell, lease or otherwise dispose of or transfer any of its Equipment or any part thereof, whether in a single transaction or a series of related transactions, without the prior written consent of Lender other than (i) a disposition of Equipment that is no longer useful in any Borrower’s business so long as the aggregate fair market value or book value (whichever is greater) of all such dispositions by all Borrowers during the Term does not exceed the amount shown in Item 13 of the Terms Schedule, no Default or Event of Default exists at the time of such disposition and all proceeds thereof are remitted to Lender for application to the Obligations and (ii) a replacement of Equipment that is substantially worn, damaged or obsolete with Equipment of like kind, function and value, provided that the replacement Equipment shall be acquired within 30 days after any disposition of the Equipment that is to be replaced, the replacement Equipment shall be free and clear of Liens other than Permitted Liens that are not purchase money Liens, and Borrowers shall have given Lender at least 10 days prior written notice of such disposition. (c) The Equipment is in good operating condition and repair, and all necessary replacements of and repairs thereto shall be made so that the value and operating efficiency of the Equipment shall be maintained and preserved, reasonable wear and tear excepted. Borrowers shall ensure that the Equipment shall be mechanically and structurally sound, capable of performing the functions for which the Equipment was originally designed, in accordance with the manufacturer’s published and recommended specifications. Borrowers will not permit any of the Equipment to become affixed to any real property leased to any Borrower so that an interest arises therein under applicable law unless the landlord of such real property has executed a Lien Waiver/Access Agreement in favor of and in form acceptable to Lender, and Borrowers will not permit any of the Equipment to become an accession to any personal property that is subject to a Lien unless the Lien is a Permitted Lien.

Administration of Equipment. (a) Each Borrower Xxxx Xxxxx shall keep accurate records itemizing and describing the kind, type, quality, quantity and cost of its Equipment and all dispositions made in accordance with Section 5.4(b), and shall furnish Lender with a current schedule containing the foregoing information on at least an annual basis and more often if reasonably requested by Lender. Promptly after request therefor by Lender, Borrowers Xxxx Xxxxx shall deliver to Lender all evidence of ownership, if any, of any of the Equipment. (b) No Borrower Xxxx Xxxxx shall not sell, lease or otherwise dispose of or transfer any of its the Equipment or any part thereof, whether in a single transaction or a series of related transactions, without the prior written consent of Lender other than (i) a disposition of Equipment that is no longer useful in Xxxx Xxxxx’x business (which shall include, without limitation any BorrowerEquipment included in the restructuring plan described in Parent’s business most recent 10Q or 10k filing, as the case may be) so long as (x) the aggregate fair market value Appraised Value of Xxxx Xxxxx’x Equipment is greater than or book value equal to $17,000,000 after giving effect to such Equipment disposition, (whichever is greatery) of all such dispositions by all Borrowers during the Term does not exceed the amount shown in Item 13 of the Terms Schedule, no Default or Event of Default exists at the time of such disposition disposition, and (z) all proceeds thereof are remitted to Lender for application to the Obligations and (ii) a replacement of Equipment that is substantially worn, damaged or obsolete with Equipment of like kind, function and value, provided that the replacement Equipment shall be acquired prior to or within 30 270 days after any disposition of the Equipment that is to be replaced, the replacement Equipment shall be free and clear of Liens other than Permitted Liens that are not purchase money Liens, and Borrowers Xxxx Xxxxx shall have given Lender at least 10 days prior written notice of such disposition. (c) The Equipment is in good operating condition and repair, and all necessary replacements of and repairs thereto shall be made so that the value and operating efficiency of the Equipment shall be maintained and preserved, reasonable wear and tear excepted. Borrowers Xxxx Xxxxx shall ensure that the Equipment shall be mechanically and structurally sound, capable of performing the functions for which the Equipment was originally designed, in accordance with the manufacturer’s published and recommended specifications. Borrowers Xxxx Xxxxx will not permit any of the Equipment to become affixed to any real property leased to any Borrower Xxxx Xxxxx so that an interest arises therein under applicable law unless the landlord of such real property has executed a Lien Waiver/Access Agreement in favor of and in form reasonably acceptable to Lender, and Borrowers Xxxx Xxxxx will not permit any of the Equipment to become an accession to any personal property that is subject to a Lien unless the Lien is a Permitted Lien.

Administration of Equipment. (a) Each Borrower shall keep accurate records itemizing and describing the kind, type, quality, quantity material items and cost of its Equipment and all dispositions made in accordance with Section 5.4(b10(b) below (all of which records shall be available to Lender upon demand for inspection and copying at any reasonable time), and and, on Lender’s request, shall furnish Lender with a current schedule containing the foregoing information on at least an annual basis and more often if requested by Lendersuch information. Promptly after request therefor by Lender’s request, Borrowers Borrower shall deliver to Lender all evidence of ownership, if any, of any ownership of the Equipment. (b) No Borrower shall not sell, lease or otherwise dispose of or transfer any of its Equipment or any part thereof, whether in a single transaction or a series of related transactions, without the prior written consent of Lender Lender, which may not be unreasonably withheld, other than in accordance with the terms of the Loan Agreement or (i) a disposition of Equipment that is no longer useful in any Borrower’s business so long as the aggregate fair market value or book value (whichever is greater) of all such dispositions by all Borrowers Borrower during any one year during the Term does not exceed the amount shown in Item 13 of the Terms Schedule$300,000, no Default or Event of Default exists at the time of such disposition and all proceeds thereof are remitted to Lender for application to the Obligations and Obligations, (ii) a replacement of Equipment that is substantially worn, damaged or obsolete with Equipment of like kind, function and value, provided that the replacement Equipment shall be acquired within 30 days after any disposition of the Equipment that is to be replaced, the replacement Equipment shall be free and clear of Liens other than Permitted Liens that are not purchase money Liens, and Borrowers Borrower shall have given Lender at least 10 days prior written notice of such disposition. , or (ciii) The Equipment is in good operating condition and repair, and all necessary replacements a disposition of and repairs thereto shall be made so that the value and operating efficiency a Subsidiary or operation of the Equipment shall be maintained and preserved, reasonable wear and tear excepted. Borrowers shall ensure that the Equipment shall be mechanically and structurally sound, capable of performing the functions for which the Equipment was originally designed, in accordance Borrower with the manufacturer’s published and recommended specifications. Borrowers will not permit any consent of the Equipment to become affixed to any real property leased to any Borrower so that an interest arises therein under applicable law unless the landlord of such real property has executed a Lien Waiver/Access Agreement in favor of and in form acceptable to Lender, and Borrowers will which may not permit any of the Equipment to become an accession to any personal property that is subject to a Lien unless the Lien is a Permitted Lienbe unreasonably withheld.

Administration of Equipment. (a) Each Borrower shall keep accurate records itemizing and describing the kind, type, quality, quantity and cost of its Equipment and all dispositions made in accordance with Section 5.4(b), and shall furnish Lender with a current schedule containing the foregoing information on at least an annual basis and more often if requested by Lender. Promptly after request therefor by Lender, Borrowers Borrower shall deliver to Lender all evidence of ownership, if any, of any of the Equipment. (b) No Borrower shall not sell, lease or otherwise dispose of or transfer any of its the Equipment or any part thereof, whether in a single transaction or a series of related transactions, without the prior written consent of Lender other than (i) a disposition of Equipment that is no longer useful in any Borrower’s business so long as the aggregate fair market value or book value (whichever is greater) of all such dispositions by all Borrowers during the Term does not exceed the amount shown in Item 13 of the Terms Schedule, no Default or Event of Default exists at the time of such disposition and all proceeds thereof are remitted to Lender for application to the Obligations and (ii) a replacement of Equipment that is substantially worn, damaged or obsolete with Equipment of like kind, function and value, provided in each case under clause (i) and (ii), that the replacement Equipment shall be acquired within 30 no later than 180 days after any following the disposition of the Equipment that is to be replaced, the replacement Equipment shall be free and clear of Liens other than Permitted Liens that are not purchase money Liens, and Borrowers Borrower shall have given Lender at least 10 days prior written notice of such disposition. (c) The Equipment is in good operating condition and repairrepair (normal wear and tear excepted), and all necessary replacements of and repairs thereto shall be made so that the value and operating efficiency of the Equipment shall be maintained and preserved, reasonable wear and tear excepted. Borrowers Borrower shall ensure that the Equipment shall be mechanically and structurally sound, capable of performing the functions for which the Equipment was originally designed, in accordance with the manufacturer’s published and recommended specifications. Borrowers Borrower will not permit any of the Equipment to become affixed to any real property leased to any Borrower so that an interest arises therein under applicable law unless the landlord of such real property has executed a Lien Waiver/Access Agreement in favor of and in form acceptable to Lender, and Borrowers Borrower will not permit any of the Equipment to become an accession to any personal property that is subject to a Lien unless the Lien is a Permitted Lien.

Administration of Equipment. (a) Each Borrower shall keep materially accurate records itemizing and describing the kind, type, quality, quantity and cost of its Equipment and all dispositions made in accordance with Section 5.4(b), and shall furnish Lender with a current schedule containing the foregoing information on at least an annual basis and more often if reasonably requested by Lender. Promptly after request therefor by Lender, Borrowers Borrower shall deliver to Lender all evidence of ownership, if any, of any of the Equipment. (b) No Borrower shall not sell, lease or otherwise dispose of or transfer any of its the Equipment or any part thereof, whether in a single transaction or a series of related transactions, without the prior written consent of Lender other than (i) a disposition of Equipment that is no longer useful in any Borrower’s 's business so long as the aggregate fair market value or book value (whichever is greater) of all such dispositions by all Borrowers during the Term any Fiscal Year does not exceed the amount shown in Item 13 13(b) of the Terms Schedule, no Default or Event of Default exists at the time of such disposition and all proceeds thereof are remitted to Lender for application to promptly deposited by Borrower in the Obligations Collections Account in accordance with Section 2.7, and (ii) a replacement of Equipment that is substantially worn, damaged or obsolete with Equipment of like kind, function and value, provided that the replacement Equipment shall be acquired prior to or within 30 60 days after any of the disposition of the Equipment that is to be replaced, the replacement Equipment shall be free and clear of Liens other than Permitted Liens that are not purchase money Liens (except to the extent that the Equipment being replaced thereby is secured by purchase money Liens), and Borrowers Borrower shall have given Lender at least 10 5 days prior written notice of such disposition. (c) The Equipment used in Borrower's business is in good operating condition and repair, and all necessary replacements of and repairs thereto shall be made so that the value and operating efficiency of the Equipment shall be maintained and preserved, reasonable wear and tear and casualty and condemnation excepted. Borrowers Borrower shall ensure that the Equipment shall be mechanically and structurally sound, capable of performing the functions for which the Equipment was originally designed, in accordance with the manufacturer’s 's published and recommended specifications. Borrowers Borrower will not permit any of the Equipment to become affixed to any real property leased to any Borrower so that an interest arises therein under applicable law unless the landlord of such real property has executed a Lien Waiver/Access Agreement in favor of and in form reasonably acceptable to Lender, and Borrowers Borrower will not permit any of the Equipment to become an accession to any personal property that is subject to a Lien unless the Lien is a Permitted Lien.