Common use of FF&E Clause in Contracts

FF&E. Agent shall sell all furniture, fixtures, and equipment located at the Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home office (the “FF&E”). Agent shall pay Merchant (in addition to all other amounts contemplated by this Agreement), two million dollars ($2,000,000) (“FF&E Guarantee”); and Agent shall have the exclusive right to retain all proceeds from the sale of FF&E (and the Approval Order shall expressly provide for Agent’s sole rights in and to such proceeds). For purposes of the avoidance of doubt, “Proceeds” shall not include the proceeds from the sale of FF&E. Agent shall pay Merchant fifty percent (50%) of the FF&E Guarantee on the Payment Date, with the balance due (after giving effect to any adjustments contemplated below) on the date of the Final Reconciliation. To the extent Agent does not have the right to sell all FF&E (whether because Merchant does not own any items, Xxxxxxxx does not have the licensing rights to sell such items, landlords make ownership claims on any such items thereby delaying sales, or otherwise), or to the extent the composition of the FF&E is not substantially similar to the listing of furniture, fixtures and equipment reflected on the information formally provided by Merchant to Agent as part of the due diligence review leading up to this transaction (including the Merchant’s fixed asset register files), then Merchant and Agent shall mutually agree upon an equitable reduction to the amount of the FF&E Guarantee. For purposes of the avoidance of doubt, Agent acknowledges that the FF&E shall not include leased copiers or rolling stock even if such assets were reflected on Merchant’s formally provided information/fixed asset register files). Agent shall be responsible for the payment of all expenses incurred in connection with the sale of the FF&E. At the conclusion of the Sale Term, Agent may abandon, in place, any unsold FF&E, and any other furniture, fixtures, and equipment located at the Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home office.

FF&E. With respect to the FF&E owned by Merchant (the “Owned FF&E”) and located at the Stores and Distribution Centers, Agent shall sell all furniture, fixtures, and equipment located at the Owned FF&E in any such Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home office sole option, exercisable by Merchant in writing within thirty (30) days after the Sale Commencement Date, at the Distribution Centers, on a Distribution Center by Distribution Center basis (the “FF&EDesignated Distribution Center(s)”). Agent shall pay Merchant be entitled to receive a commission equal to twenty percent (in addition to all other amounts contemplated by this Agreement), two million dollars ($2,000,00020%) (“FF&E Guarantee”); and Agent shall have of the exclusive right to retain all net proceeds from the sale of such Owned FF&E (in the Stores and the Approval Order shall expressly provide for Agent’s sole rights in designated Distribution Center(s), if any, (net of sales taxes and to such proceeds). For purposes the expenses of disposing of the avoidance of doubt, “Proceeds” shall not include the proceeds from the sale of FF&E. Agent shall pay FF&E); provided however Merchant fifty percent (50%) of the FF&E Guarantee on the Payment Date, with the balance due (after giving effect to any adjustments contemplated below) on the date of the Final Reconciliation. To the extent Agent does not have the right to sell all FF&E (whether because Merchant does not own any items, Xxxxxxxx does not have the licensing rights to sell such items, landlords make ownership claims on any such items thereby delaying sales, or otherwise), or to the extent the composition of the FF&E is not substantially similar to the listing of furniture, fixtures and equipment reflected on the information formally provided by Merchant to Agent as part of the due diligence review leading up to this transaction (including the Merchant’s fixed asset register files), then Merchant and Agent shall mutually agree upon an equitable reduction to the amount of the FF&E Guarantee. For purposes of the avoidance of doubt, Agent acknowledges that the FF&E shall not include leased copiers or rolling stock even if such assets were reflected on Merchant’s formally provided information/fixed asset register files). Agent shall be responsible for the payment of all expenses incurred in connection with the sale disposition of the FF&E. At Owned FF&E in accordance with a budget to be mutually agreed upon between Merchant and Agent; provided further however, Merchant may elect to receive, in lieu of proceeds net of expenses and Agent’s commission, a lump sum payment, on a per Store basis, and/or a per designated Distribution Center basis, in an amount to be agreed upon between Merchant, in consultation with Lenders, the conclusion Indenture Trustee and the Ad Hoc Noteholders Committee (in accordance with their respective rights under the Intercreditor Agreement and the DIP Orders), and Agent, in which case all costs and expenses associated with the disposition thereof shall be borne by Agent. In either event, as of the Sale TermTermination Date, Agent may abandon, in place, any unsold Owned FF&E, at the Stores and any the Designated Distribution Centers, if any. In the event that Merchant elects to have someone other furniturethan the Agent dispose of the Owned FF&E at one or more of the Distribution Centers, fixturesit is understood that such third party’s efforts shall not interfere with or delay the transfers of Distribution Center Merchandise and/or On-Order Merchandise to the Stores. All net proceeds from the disposition of the Owned FF&E at the Stores and/or Designated Distribution Center, net of sales taxes, Agent’s commission, and equipment located at the Storesexpenses associated with the disposition of such Owned FF&E (collectively, Merchant's warehouse/distribution centers the “Net FF&E Proceeds”), shall be deposited in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home officea segregated account designated solely for the deposit of the Net FF&E Proceeds.

FF&E. Agent Sublandlord shall sell all make available to Subtenant, at no cost to Subtenant, for its exclusive use during the Term the furniture, fixturesfixtures and equipment, artwork, and AV equipment located at the Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home office listed on Exhibit C (the “FF&E”). Agent shall pay Merchant (in addition to all other amounts contemplated by this Agreement); provided, two million dollars ($2,000,000) (“FF&E Guarantee”); and Agent shall have the exclusive right to retain all proceeds from the sale of FF&E (and the Approval Order shall expressly provide for Agent’s sole rights in and to such proceeds). For purposes of the avoidance of doubt, “Proceeds” shall not include the proceeds from the sale of FF&E. Agent shall pay Merchant fifty percent (50%) of the FF&E Guarantee on the Payment Date, with the balance due (after giving effect to any adjustments contemplated below) on the date of the Final Reconciliation. To the extent Agent does not have the right to sell all FF&E (whether because Merchant does not own any items, Xxxxxxxx does not have the licensing rights to sell such items, landlords make ownership claims on any such items thereby delaying sales, or otherwise), or to the extent the composition of the FF&E is not substantially similar to the listing of furniture, fixtures and equipment reflected on the information formally provided by Merchant to Agent as part of the due diligence review leading up to this transaction (including the Merchant’s fixed asset register files), then Merchant and Agent shall mutually agree upon an equitable reduction to the amount of the FF&E Guarantee. For purposes of the avoidance of doubt, Agent acknowledges however that the FF&E shall not include leased copiers include, and Subtenant shall not have the use of, the security system serving the Premises. Subtenant accepts such FF&E in their “as is” condition, and Sublandlord makes no representation or rolling stock even if warranty with respect to their condition. Subtenant acknowledges that such assets were reflected on Merchant’s formally provided information/fixed asset register files)FF&E has been used and/or refurbished prior to the Commencement Date. Agent Subtenant shall be liable for any damage to the FF&E, other than ordinary wear and tear, and shall be solely responsible for all costs associated with the payment insurance, maintenance, cleaning and repair of the FF&E and any taxes related thereto. All FF&E shall remain the property of Sublandlord and shall be surrendered to Sublandlord with the Premises upon the expiration of the Term in substantially the same condition they were in upon the Commencement Date, ordinary wear and tear excepted, subject to the following provisions. Notwithstanding the foregoing, at Sublandlord’s option, Subtenant shall be deemed to have acquired the FF&E for the sum of $1.00 (which amount will be deducted from the Security Deposit) as of the Expiration Date (or earlier termination date) from Sublandlord free and clear of all expenses incurred in connection with liens and shall remove the sale FF&E as part of Subtenant’s obligations to remove Subtenant’s personal property from the Premises at the end of the FF&E. At Term. Upon the conclusion request of either Sublandlord or Subtenant, subject to the Sale Termforegoing, Agent may abandon, in place, any unsold FF&E, and any other furniture, fixtures, and equipment located at the Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home officeparties shall execute a bxxx of sale confirming the foregoing transfer of title.

FF&E. Agent shall sell all furniture, fixtures, With respect to the FF&E owned by Merchant (the “Owned FF&E”) and equipment located at the Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home office sole option, exercisable by Merchant in writing on an individual Store by Store basis within thirty (30) days after the “FF&E”). Sale Commencement Date, and on a Distribution Center by Distribution Center basis within forty-five (45) after the Sale Commencement Date, Agent shall pay Merchant (in addition to all other amounts contemplated by this Agreement)shall, two million dollars ($2,000,000) at Merchant’s election (“FF&E GuaranteeElection”), sell the FF&E in any such Store; and Agent provided however, Merchant shall have the exclusive right to retain all (with the consent of the Indenture Trustee, the Ad Hoc Noteholder Committee, and the Lenders) designate certain FF&E located at any of the Stores that Merchant does not elect to have Agent sell. In the event Merchant exercises Owned FF&E Election with respect to the Owned FF&E in any Store(s), Agent be entitled to receive a commission equal to twenty five percent (25%) of the net proceeds from the sale of such FF&E (net of sales taxes and the Approval Order shall expressly provide for Agent’s sole rights in and to such proceeds). For purposes of the avoidance of doubtexpenses, “Proceeds” shall not include the proceeds from the sale of FF&E. Agent shall pay Merchant fifty percent (50%) of the FF&E Guarantee on the Payment Date, including any expenses associated with the balance due (after giving effect to any adjustments contemplated below) on the date removal of the Final Reconciliation. To the extent Agent does not have the right to sell all such FF&E (whether because Merchant does not own any items, Xxxxxxxx does not have the licensing rights to sell such items, landlords make ownership claims on any such items thereby delaying sales, or otherwise), or to the extent the composition of the FF&E is not substantially similar to the listing of furniture, fixtures and equipment reflected on the information formally provided incurred by Merchant to Agent as part of the due diligence review leading up to this transaction (including the Merchant’s fixed asset register filessuch sale), then ; provided however Merchant and Agent shall mutually agree upon an equitable reduction to the amount of the FF&E Guarantee. For purposes of the avoidance of doubt, Agent acknowledges that the FF&E shall not include leased copiers or rolling stock even if such assets were reflected on Merchant’s formally provided information/fixed asset register files). Agent shall be responsible for the payment of all expenses incurred in connection with the sale disposition of the FF&E. At Owned FF&E in accordance with a budget to be mutually agreed upon between Merchant and Agent; provided further however, Merchant may elect to receive, in lieu of proceeds net of expenses and Agent’s commission, a lump sum payment, on a per Store basis, in an amount to be agreed upon between Merchant, in consultation with Lenders, the conclusion Indenture Trustee and the Ad Hoc Noteholders Committee (in accordance with their respective rights under the Intercreditor Agreement and the DIP Orders), and Agent, in which case all costs and expenses associated with the disposition thereof shall be borne by Agent. In either event, as of the Sale TermTermination Date, Agent may abandon, in place, any unsold FF&E, and any other furniture, fixtures, and equipment located at the Stores. In the event that Merchant elects to have someone other than the Agent dispose of the Owned FF&E, Merchant's warehouse/distribution centers in AuburnAgent agrees that it shall cooperate with such party, MAprovided however, Secaucusit is understood that such third party’s efforts shall not interfere with Agent’s conduct of the Sale. All net Proceeds from the disposition of the Owned FF&E, NJ and Landovernet of sales taxes, MDAgent’s commission, and at Merchant’s home officethe expenses associated with the disposition the Owned FF&E (collectively, the “Net FF&E Proceeds”), shall be deposited in a segregated account designated solely for the deposit of the Net FF&E Proceeds.

FF&E. Agent shall sell all Tenant and Landlord acknowledge and agree that certain items of furniture, fixtures, and equipment owned by Landlord are located at within the StoresPremises as of the date of this Lease (such items, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home office (the “FF&E”). Agent shall pay Merchant (in addition to all other amounts contemplated by this Agreement), two million dollars ($2,000,000) (“FF&E Guarantee”); and Agent shall have the exclusive right to retain all proceeds from the sale of FF&E (and the Approval Order shall expressly provide for Agent’s sole rights in and to such proceeds). For purposes of the avoidance of doubt, “Proceeds” shall not include the proceeds from the sale of FF&E. Agent shall pay Merchant fifty percent (50%) of the FF&E Guarantee on the Payment Date, with the balance due (after giving effect to any adjustments contemplated below) on the date of the Final Reconciliation. To the extent Agent does not have the right to sell all FF&E (whether because Merchant does not own any items, Xxxxxxxx does not have the licensing rights to sell such items, landlords make ownership claims on any such items thereby delaying sales, or otherwise), or to the extent the composition An inventory list of the FF&E is not substantially similar attached hereto as Exhibit C and made a part hereof. Landlord hereby grants to the listing of furniture, fixtures and equipment reflected on the information formally provided by Merchant Tenant a license to Agent as part of the due diligence review leading up to this transaction (including the Merchant’s fixed asset register files), then Merchant and Agent shall mutually agree upon an equitable reduction to the amount of use the FF&E Guaranteeduring the Te.rm. For purposes of the avoidance of doubt, Agent Tenant acknowledges and agrees that the FF&E shall license granted herein does not include leased copiers grant Tenant any property or rolling stock even if such assets were reflected on Merchant’s formally provided information/fixed asset register files). Agent shall ownership rights in the FF&E, and this license is personal to Tenant and may not be responsible for the payment of all expenses incurred assigned by Tenant in whole or in part except in connection with the sale a Permitted Transfer (defined in Section 8.5). Notwithstanding Landlord’s continuing ownership of the FF&E. At FF&E, during the conclusion Term the parties shall deem the FF&E to be Tenant’s personal property for all purposes arising from or related to the Lease, and Tenant shall maintain the FF&E in good condition. Tenant represents that it has examined the FF&E and is fully-satisfied with the condition thereof. Tenant shall accept the FF&E on the Commencement Date strictly in its “AS IS, WHERE IS” condition, WITH ALL DEFECTS, including, without limitation, the nature, condition and usability thereof, and will be deemed to have assumed all risk, if any, resulting from any latent defects. Landlord makes no representations or warranties, express or implied, by operation of law or otherwise, with respect to the FF&E, including but not limited representations or warranties as to suitability, merchantability, or fitness for a particular purpose. None of the Sale Term, Agent may abandon, in place, any unsold Rent payable by Tenant hereunder is applicable to the FF&E, and Tenant shall be permitted to use the FF&E at no cost to Tenant. Notwithstanding anything herein to the contrary, if a Default occurs at any other furnituretime during the Term and the Lease is terminated, fixturesthe parties shall deem Tenant’s license to use the FF&E irrevocably rescinded, null, and equipment located at the Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home officevoid.

FF&E. Agent shall sell all furniture, fixtures, and equipment FF&E (other than Excluded Owned FF&E) owned by Merchant located at the Stores, Merchant's warehouseStores and any café supplies not packaged for retail sale (which for the avoidance of doubt excludes Café/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home office Candy Inventory) (the “Owned FF&E”); provided, however, that within seven (7) days of the Sale Commencement Date, Merchant shall deliver to Agent a list of FF&E (with the consent of GA Capital, LLC (“GA”), as Term B Agent to the DIP Facility and with copies to be provided to GECC) located at the Stores to be excluded from Agent’s sale (the “Excluded Owned FF&E”) (the Owned FF&E less the Excluded Owned FF&E is referred to herein as the “Agent Sale FF&E”). Agent shall pay Merchant (in addition be entitled to all other amounts contemplated by this Agreement), two million dollars ($2,000,000) (“FF&E Guarantee”); and Agent shall have receive a commission equal to 20% of the exclusive right to retain all net proceeds from the sale of Agent Sale FF&E (net of Sales Taxes and the Approval Order shall expressly provide for Agent’s sole rights in and to such proceeds). For purposes expenses of disposing of the avoidance of doubt, “Proceeds” shall not include the proceeds from the sale of FF&E. Agent shall pay FF&E); provided however that Merchant fifty percent (50%) of the FF&E Guarantee on the Payment Date, with the balance due (after giving effect to any adjustments contemplated below) on the date of the Final Reconciliation. To the extent Agent does not have the right to sell all FF&E (whether because Merchant does not own any items, Xxxxxxxx does not have the licensing rights to sell such items, landlords make ownership claims on any such items thereby delaying sales, or otherwise), or to the extent the composition of the FF&E is not substantially similar to the listing of furniture, fixtures and equipment reflected on the information formally provided by Merchant to Agent as part of the due diligence review leading up to this transaction (including the Merchant’s fixed asset register files), then Merchant and Agent shall mutually agree upon an equitable reduction to the amount of the FF&E Guarantee. For purposes of the avoidance of doubt, Agent acknowledges that the FF&E shall not include leased copiers or rolling stock even if such assets were reflected on Merchant’s formally provided information/fixed asset register files). Agent shall be responsible for the payment of all expenses incurred in connection with the sale disposition of the FF&E. At the conclusion Agent Sale FF&E in accordance with a budget to be mutually agreed upon between Merchant and Agent (in consultation with GA with copies to be provided to GECC). In either event, as of the Sale TermTermination Date, Agent may abandon, in place, any unsold Agent Sale FF&E, and any other furniture, fixtures, and equipment located at the Stores, Merchant's warehouse/distribution centers . All proceeds from the disposition of the Agent Sale FF&E shall be deposited in Auburn, MA, Secaucus, NJ and Landover, MD, and at a segregated account designated solely for the deposit of the proceeds from the Agent Sale FF&E which shall be a Merchant’s home officeDesignated Deposit Account.

FF&E. Agent Sublandlord shall sell all make available to Subtenant, at no cost to Subtenant, for its exclusive use during the Term the furniture, fixturesfixtures and equipment, artwork, and AV equipment located at the Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home office listed on Exhibit C (the “FF&E”). Agent shall pay Merchant (in addition to all other amounts contemplated by this Agreement); provided, two million dollars ($2,000,000) (“FF&E Guarantee”); and Agent shall have the exclusive right to retain all proceeds from the sale of FF&E (and the Approval Order shall expressly provide for Agent’s sole rights in and to such proceeds). For purposes of the avoidance of doubt, “Proceeds” shall not include the proceeds from the sale of FF&E. Agent shall pay Merchant fifty percent (50%) of the FF&E Guarantee on the Payment Date, with the balance due (after giving effect to any adjustments contemplated below) on the date of the Final Reconciliation. To the extent Agent does not have the right to sell all FF&E (whether because Merchant does not own any items, Xxxxxxxx does not have the licensing rights to sell such items, landlords make ownership claims on any such items thereby delaying sales, or otherwise), or to the extent the composition of the FF&E is not substantially similar to the listing of furniture, fixtures and equipment reflected on the information formally provided by Merchant to Agent as part of the due diligence review leading up to this transaction (including the Merchant’s fixed asset register files), then Merchant and Agent shall mutually agree upon an equitable reduction to the amount of the FF&E Guarantee. For purposes of the avoidance of doubt, Agent acknowledges however that the FF&E shall not include leased copiers include, and Subtenant shall not have the use of, the security system serving the Premises. Subtenant accepts such FF&E in their “as is” condition, and Sublandlord makes no representation or rolling stock even if warranty with respect to their condition. Subtenant acknowledges that such assets were reflected on Merchant’s formally provided information/fixed asset register files)FF&E has been used and/or refurbished prior to the Commencement Date. Agent Subtenant shall be liable for any damage to the FF&E, other than ordinary wear and tear, and shall be solely responsible for all costs associated with the payment insurance, maintenance, cleaning and repair of the FF&E and any taxes related thereto. All FF&E shall remain the property of Sublandlord and shall be surrendered to Sublandlord with the Premises upon the expiration of the Term in substantially the same condition they were in upon the Commencement Date, ordinary wear and tear excepted, subject to the following provisions. Notwithstanding the foregoing, at Sublandlord’s option, Subtenant shall be deemed to have acquired the FF&E for the sum of $1.00 (which amount will be deducted from the Security Deposit) as of the Expiration Date (or earlier termination date) from Sublandlord free and clear of all expenses incurred in connection with liens and shall remove the sale FF&E as part of Subtenant’s obligations to remove Subtenant’s personal property from the Premises at the end of the FF&E. At Term. Upon the conclusion request of either Sublandlord or Subtenant, subject to the Sale Termforegoing, Agent may abandon, in place, any unsold FF&E, and any other furniture, fixtures, and equipment located at the Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home officeparties shall execute a xxxx of sale confirming the foregoing transfer of title.

FF&E. With respect to furniture, fixtures and equipment owned by Merchant and located at the Stores (collectively, the “Agent Sale FF&E”), Agent shall sell the Agent Sale FF&E and shall retain all furnitureproceeds therefrom. In consideration thereof, fixturesAgent shall: (i) pay Merchant on the Payment Date ten million three hundred thousand dollars $10,300,000 (the “Agent Sale FF&E Guarantee”); and (ii) pay the selling and marketing expenses determined by Agent to be reasonably necessary to sell the Agent Sale FF&E (which for purposes of the avoidance of doubt shall not include any occupancy or occupancy-related expenses associated with the Distribution Center and/or Merchant’s home office, which occupancy and equipment occupancy-related expenses shall be paid by Merchant). As of the Sale Termination Date, Agent may abandon in place any unsold Agent Sale FF&E at the Stores in the manner set forth in Section 6.2 hereof. Agent shall sell FF&E owned by Merchant located at the StoresDistribution Centers (excluding the Carlisle, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ PA Distribution Center) and Landover, MD, and at Merchant’s home corporate office (the “Corporate FF&E”). Agent shall pay Merchant (in addition be entitled to all other amounts contemplated by this Agreement), two million dollars ($2,000,000) (“FF&E Guarantee”); and Agent shall have receive a commission equal to 20% of the exclusive right to retain all net proceeds from the sale of Corporate FF&E (net of Sales Taxes and the Approval Order shall expressly provide for Agent’s sole rights in and to such proceeds). For purposes expenses of disposing of the avoidance of doubt, “Proceeds” shall not include the proceeds from the sale of FF&E. Agent shall pay Corporate FF&E); provided however that Merchant fifty percent (50%) of the FF&E Guarantee on the Payment Date, with the balance due (after giving effect to any adjustments contemplated below) on the date of the Final Reconciliation. To the extent Agent does not have the right to sell all FF&E (whether because Merchant does not own any items, Xxxxxxxx does not have the licensing rights to sell such items, landlords make ownership claims on any such items thereby delaying sales, or otherwise), or to the extent the composition of the FF&E is not substantially similar to the listing of furniture, fixtures and equipment reflected on the information formally provided by Merchant to Agent as part of the due diligence review leading up to this transaction (including the Merchant’s fixed asset register files), then Merchant and Agent shall mutually agree upon an equitable reduction to the amount of the FF&E Guarantee. For purposes of the avoidance of doubt, Agent acknowledges that the FF&E shall not include leased copiers or rolling stock even if such assets were reflected on Merchant’s formally provided information/fixed asset register files). Agent shall be responsible for the payment of all expenses incurred in connection with the sale disposition of the FF&E. At the conclusion Corporate FF&E in accordance with a budget to be mutually agreed upon between Merchant and Agent (in consultation with GA with copies to be provided to GECC). As of the Sale TermTermination Date, Agent may abandon, abandon in place, place any unsold FF&E, and any other furniture, fixtures, and equipment FF&E located at the Stores, Merchant's warehouse/distribution centers Distribution Centers and any FF&E located in Auburn, MA, Secaucus, NJ and Landover, MD, and at the Merchant’s home officecorporate office in a neat and orderly manner. All proceeds from the disposition of the Corporate FF&E shall be deposited in a segregated account designated solely for the deposit of the proceeds from the Corporate FF&E which shall be a Merchant’s Designated Deposit Account.