Common use of Inventory; Perpetual Inventory Clause in Contracts

Inventory; Perpetual Inventory. (a) Each Grantor represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor is and will be held for sale or use in production, in the ordinary course of such Grantor’s business, and is and will be fit for such purposes. Each Grantor will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s business. Each Grantor will notify the Agent upon such Grantor’s acquisition or acceptance of any Inventory on consignment or approval. Each Grantor agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor will conduct a cycle count of the Inventory at least once per Fiscal Year, and after and during the continuance of an Event of Default, at such other times as the Agent requests. Each Grantor will maintain a perpetual inventory reporting system at all times. No Grantor will, without the Agent’s written consent not to be unreasonably withheld, sell any Inventory on a bxxx and hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis.

Inventory; Perpetual Inventory. (a) Each Grantor represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s 's business, and is and will be fit for such purposes. Each Grantor will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s 's business. Each No Grantor will notify will, without the Agent upon such Grantor’s acquisition prior written consent of the Agent, acquire or acceptance of accept any Inventory on consignment or approval; provided, however, Grantors may acquire or accept any Inventory on -------- ------- consignment or approval if such Inventory is not reported as Inventory of Grantor, is clearly identified as Inventory held on consignment or approval and is segregated from other Inventory of Grantor. Each Grantor agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor will conduct a cycle physical count of the its Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Except as otherwise disclosed to the Agent, each Grantor will maintain a perpetual inventory reporting system at all times. No Grantor will, without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis; provided, -------- however, Grantors may sell Inventory on a xxxx-and-hold basis in the ------- ordinary course of its business and as reported to Agent.

Inventory; Perpetual Inventory. (a) Each Grantor The Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor the Borrower is and will be held for sale or use lease (including sales for scrap of excess or no-movement Inventory), or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantorthe Borrower’s business, and is and will be fit for such purposes. Each Grantor The Borrower will keep its Inventory in good and marketable condition, except for damaged at its own expense. Borrower will not, without the prior written consent of the Agent, acquire or defective goods arising in the ordinary course of such Grantor’s business. Each Grantor will notify the Agent upon such Grantor’s acquisition or acceptance of accept any Inventory on consignment or approval. Each Grantor The Borrower agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor The Borrower will conduct a cycle physical count of the Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests, but not to exceed four times in any Fiscal Year. Each Grantor The Borrower will maintain a perpetual inventory reporting system at all times. No Grantor willThe Borrower will not, without the Agent’s written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis.

Inventory; Perpetual Inventory. (a) Each Grantor Obligated Party represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor Obligated Party that is included in Eligible Inventory is and will be held for sale or use lease, or is to be furnished in productionconnection with the rendition of services or held as spare parts Inventory, in each case, in the ordinary course of such GrantorObligated Party’s business, and is and will be fit for such purposes. Each Grantor Obligated Party will keep its Inventory in good and marketable condition, except for damaged damaged, obsolete or defective goods arising in the ordinary course of such GrantorObligated Party’s business. Each Grantor will notify No Obligated Party will, without the Agent upon such Grantor’s acquisition prior written consent of the Agents, acquire or acceptance of accept any Inventory on consignment or approval, except that Xxxxx may accept inventory on consignment from Kubota Tractor Corporation and other vendors, so long as (i) the aggregate amount of such consigned inventory held by all of the Obligated Parties does not exceed $2,000,000 at any one time and (ii) none of such consigned inventory is rented by any Obligated Party to any of its customers. Each Grantor Obligated Party agrees that all Inventory produced by such Grantor Obligated Party in the United States of America U.S. will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor Obligated Party will conduct a cycle count counts of the its Inventory such that all of its Inventory shall be counted (though at varying times) at least once per Fiscal YearYear and, and after and during the continuance existence of an Event of Default, at such other times as either of the Agent Agents requests. Each Grantor Obligated Party will maintain a perpetual inventory reporting system at all times. Each Obligated Party, at its own expense, shall make available to the Agents upon request the results of each physical verification, if any, which such Obligated Party may in its discretion have made, or caused any other Person to have made on its behalf, of all or any portion of its Inventory. No Grantor Obligated Party will, without the Agent’s Agents’ written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis. No Obligated Party will permit any of its Inventory to become a fixture with respect to Real Estate or (except for spare parts Inventory other than Eligible Spare Parts Inventory) to become an accession with respect to other personal property with respect to which Real Estate or personal property the Collateral Agent does not have a Lien. No Obligated Party will, without the Agents’ prior written consent, alter or remove any identifying symbol or number on any of such Obligated Party’s Inventory constituting Collateral.

Inventory; Perpetual Inventory. (a) Each Grantor represents The Grantors represent and warrants warrant to the Agent Lender and the Lenders and agrees agree with the Agent and the Lenders Lender that all of the Inventory owned by such Grantor the Grantors is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s businessthe Grantors' businesses, and is and will be fit for such purposes. Each Grantor The Grantors will keep its their Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s businessthe Grantors' businesses. Each Grantor The Grantors will notify the Agent upon such Grantor’s acquisition not acquire or acceptance of accept any Inventory on consignment or approvalapproval without the prior written consent of the Lender, which approval shall not be unreasonably withheld. Each Grantor agrees represents that as of the date of this Agreement, it has on consignment or approval the Inventory described on Schedule I attached hereto. The Grantors agree that all Inventory produced by such Grantor the Grantors in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor The Grantors will conduct a continue to do cycle count counting of Inventory in the Inventory at least once per Fiscal Yearordinary course of their businesses, consistent with past practices, and after and during the continuance continuation of an Event of Default, at such other times as Grantors will conduct a physical count of the Agent Inventory if the Lender requests. Each Grantor The Grantors will maintain a perpetual inventory reporting system at all times. No Grantor willThe Grantors will not, without the Agent’s Lender's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and bill-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other oxxxx repurchase or return basis, or on consignment (except in the ordinary course of their businesses, consistent with past practices).

Inventory; Perpetual Inventory. (a) Each Grantor represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s 's business, and is and will be fit for such purposes. Each Grantor will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s 's business. Each Grantor will notify not, without the Agent upon such Grantor’s acquisition prior written consent of the Agent, acquire or acceptance of accept any Inventory on consignment or approvalapproval unless such Inventory is segregated from such Grantor's other owned Inventory and is marked in a manner designating the true owner thereof. Each Grantor agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor will conduct a cycle physical count of the Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Grantor will maintain a perpetual inventory reporting system at all times. No Each Grantor willwill not, without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and bill-and-hold, guaranteed sale, sale and return, sale on approval, consignmentcxxxxgnment, or other repurchase or return basisbasis except that Grantors may sell non-Eligible Inventory on a consignment basis in the ordinary course of their business to the extent the amount of such Inventory does not exceed $2,000,000 in the aggregate for all Grantors.

Inventory; Perpetual Inventory. (a) Each Grantor represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all All of the Inventory owned by such Grantor each Credit Party is and will be held for sale or use lease (and in productionthe case of raw materials and work in process for further processing into finished goods to be held for sale), or to be furnished in connection with the rendition of services, in the ordinary course of such GrantorCredit Party’s business, business and is and will be fit for such purposespurposes consistent with prior practice. Each Grantor Credit Party will keep (and will cause each of its Inventory Subsidiaries to keep) its inventory in good and marketable conditioncondition consistent with past practice, except for damaged or defective goods arising in the ordinary course of such Grantor’s businessat its own expense. Each Grantor Credit Party will notify not, without the prior consent of Agent upon such Grantor’s acquisition or acceptance of consistent with prior practice, acquire or accept any Inventory on consignment or sale-on-approval. Each Grantor Credit Party agrees that all Inventory produced by such Grantor it in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor Credit Party will conduct a (or cause to be conducted) cycle count counts of the its Inventory at least once per Fiscal Yearmonthly, and after and during the continuance continuation of an Event of Default, at such other times as Agent reasonably requests and shall promptly supply Agent at its request with a copy of such counts accompanied by a report of the Agent requestsvalue of such Inventory (valued at the lower of cost, on a first-in, first-out basis, or market value, computed in the same manner as the Value of Inventory). Each Grantor Credit Party will at all times maintain (and will cause each of its Subsidiaries at all times to maintain) a perpetual inventory reporting system at all timestimes consistent with prior practice or otherwise reasonably acceptable to Agent. No Grantor willEach Credit Party will not (and will cause its Subsidiaries not to), without the Agent’s written consent not to be unreasonably withheldor consistent with prior practice, accept, acquire or sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basisbasis and no such Inventory sold on any such basis will be deemed to be Eligible Inventory and no such Inventory shall be included as Eligible Inventory in the Borrowing Base. Any inventory of others which is on the premises of any Credit Party for processing, cutting, manufacturing, finishing or otherwise, shall not be reported or included in the Borrowing Base as Inventory or Eligible Inventory of a Credit Party.

Inventory; Perpetual Inventory. (a) Each Grantor The Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor the Borrower is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s the Borrower's business, and is and will be fit for such purposes. Each Grantor The Borrower will keep its Inventory in good and marketable condition, except for damaged at its own expense, subject to normal levels of obsolescence reserves. Borrower will not, without the prior written consent of the Agent, acquire or defective goods arising in the ordinary course of such Grantor’s business. Each Grantor will notify the Agent upon such Grantor’s acquisition or acceptance of accept any Inventory on consignment or approval. Each Grantor The Borrower agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor The Borrower will conduct a cycle physical count of the Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Grantor The Borrower will maintain a perpetual inventory reporting system (except that each of Northern, EBA and AHI has a non-perpetual system) at all times. No Grantor willThe Borrower will not, without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and holdbill-xxx-hold (unless the Borrower shall have received from the customer bill-xxx-hold documentation satisfactory to the Agent), guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis.

Inventory; Perpetual Inventory. (a) Each Grantor represents and warrants to the Agent and the Lenders Purchaser and agrees with the Agent and the Lenders Purchaser that all of the Inventory owned by such Grantor is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s business, and is and will be fit for such purposes. Each Grantor will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s business. Each Grantor will notify not, without the Agent upon such Grantor’s acquisition prior written consent of Purchaser, acquire or acceptance of accept any Inventory on consignment or approval. Each Grantor agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor will conduct a cycle physical count of the Inventory at least once per Fiscal Yearfiscal year of the Company, and after and during the continuance continuation of an Event of Default, at such other times as Purchaser requests. Notwithstanding the Agent requestsforegoing sentence, a Grantor’s obligation to conduct a yearly physical count of the Inventory shall be satisfied for such year if such Grantor conducts an appraisal (in such year) of the Inventory for the Purchaser (though the obligation to conduct a physical count at such times as Purchaser requests during an Event of Default shall not be affected by this sentence). Each Grantor will maintain a perpetual inventory reporting system at all times. No Each Grantor willwill not, without the AgentPurchaser’s written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis.

Inventory; Perpetual Inventory. (a) Each Grantor Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor Borrower is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s Borrower's business, and is and will be fit for such purposes. Each Grantor Borrower will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s Borrower's business. Each Grantor Borrower will notify not, without the Agent upon such Grantor’s acquisition prior written consent of the Agent, acquire or acceptance of accept any Inventory on consignment or approval; provided, however, that the Parent may have on hand up to $1,000,000 at any one time (in book value) of consigned Inventory so long as all such consigned Inventory shall be reported to the Agent and be kept identifiable and segregated from the Parent's other Inventory. Each Grantor Borrower agrees that all Inventory produced by such Grantor Borrower in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor The Parent will conduct a cycle count counts, consistent with past practices, of the Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Grantor Borrower will maintain a perpetual inventory reporting system at all times. No Grantor willEach Borrower will not, without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis.

Inventory; Perpetual Inventory. (a) Each Grantor Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor Borrower and each of its Subsidiaries is and will be held for sale or use lease (and in productionthe case of raw materials and work in process for further processing into finished goods to be held for sale), or to be furnished in connection with the rendition of services, in the ordinary course of such Grantor’s Borrower's or such Subsidiary's, as applicable, business, and is . Each Borrower will keep (and will be fit for such purposes. Each Grantor will keep cause each of its Subsidiaries to keep) its Inventory in all material respects in good and marketable condition, except for damaged at its own expense. Neither any Borrower nor any of its Subsidiaries will acquire or defective goods arising in the ordinary course of such Grantor’s business. Each Grantor will notify the Agent upon such Grantor’s acquisition or acceptance of accept any Inventory inventory on consignment or approvalapproval (none of which Inventory shall in any event be Eligible Inventory), without the prior written consent of the Agent, unless the Agent has received a copy of the agreement or instrument pursuant to which such Inventory is so acquired or accepted and an agreement or instrument reasonably satisfactory to the Agent pursuant to which the Person from which such Inventory is acquired or accepted agrees that any Liens that may arise in respect of such Inventory does not extend to the proceeds thereof (provided that in no event may the Borrowers or any of their respective Subsidiaries acquire, accept or hold any inventory on consignment or approval in an aggregate amount for the Parent and its Subsidiaries in excess of $10,000,000 at any one time without the prior written consent of the Agent). Each Grantor Borrower agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor The Borrowers will conduct (or cause to be conducted) a cycle physical count of the Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Grantor The Borrowers will maintain a perpetual inventory reporting system at all timestimes maintain (and will cause each of their respective Subsidiaries at all times to maintain) Inventory records in no less detail as such records are maintained by the Borrowers and their respective Subsidiaries on the Closing Date. No Grantor willDuring the continuance of an Event of Default, the Borrowers will not (and will cause their respective Subsidiaries not to), without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and bill-xxx-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis and no such Inventory sold on any such basis will be deemed to be Eligible Inventory. Any inventory of others which is on the premises of any Borrower for processing, cutting, manufacturing, finishing or otherwise, shall be segregated and shall not be reported or included on any Borrowing Base Certificate as Inventory or Eligible Inventory of such Borrower. The Borrowers represent and warrant to the Agent and the Lenders that the aggregate amount of all inventory subject to consignment or approval transactions consummated before the Filing Date did not, as of the Filing Date, exceed $10,000,000 with respect to inventory sold or transferred by any Borrower or any of its Subsidiaries on a consignment or approval basis and $10,000,000 with respect to inventory acquired or accepted by any Borrower or any of its Subsidiaries on a consignment or approval basis.

Inventory; Perpetual Inventory. (a) Each Grantor represents and warrants to the Agent and the Lenders Purchaser and agrees with the Agent and the Lenders Purchaser that all of the Inventory owned by such Grantor is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s 's business, and is and will be fit for such purposes. Each Grantor will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s 's business. Each Grantor will notify not, without the Agent upon such Grantor’s acquisition prior written consent of Purchaser, acquire or acceptance of accept any Inventory on consignment or approval. Each Grantor agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor will conduct a cycle physical count of the Inventory at least once per Fiscal Yearfiscal year of the Company, and after and during the continuance continuation of an Event of Default, at such other times as Purchaser requests. Notwithstanding the Agent requestsforegoing sentence, a Grantor's obligation to conduct a yearly physical count of the Inventory shall be satisfied for such year if such Grantor conducts an appraisal (in such year) of the Inventory for the Purchaser (though the obligation to conduct a physical count at such times as Purchaser requests during an Event of Default shall not be affected by this sentence). Each Grantor will maintain a perpetual inventory reporting system at all times. No Each Grantor willwill not, without the Agent’s Purchaser's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis.

Inventory; Perpetual Inventory. (a) Each The Grantor represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such the Grantor is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such the Grantor’s 's business, and is and will be fit for such purposes. Each The Grantor will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such the Grantor’s 's business. Each Grantor will notify not, without prior written notice to the Agent upon such Grantor’s acquisition Agent, acquire or acceptance of accept any Inventory on consignment or approval. Each The Grantor agrees that all Inventory produced by such the Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each The Grantor will conduct a cycle physical count of the Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests; provided, however, that so long as an Event of Default does not exist, in lieu of an annual physical inventory, the Borrower may conduct cycle counts that are in compliance with Borrower's internal audit procedures as approved by Borrower's independent certified public accountants. Each The Grantor will maintain a perpetual inventory reporting system at all times. No If Revolving Loans are outstanding, the Grantor willwill not, without prior written notice to the Agent’s written consent not to be unreasonably withheld, sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basisbasis except in conformity with Borrower's business practices as of the Closing Date.

Inventory; Perpetual Inventory. (a) Each Grantor Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor Borrower is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s Borrower's business, and is and will be fit for such purposes. Each Grantor Borrower will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s businessat its own expense. Each Grantor Borrower will notify the Agent upon such Grantor’s acquisition or acceptance of not report any Inventory on consignment or approvalconsigned inventory as Eligible Inventory. Each Grantor Borrower agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor Borrower will conduct a cycle physical count of the Inventory at least once per Fiscal Yearquarter, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Grantor will maintain a perpetual inventory reporting system at all times. No Grantor Borrower will, without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and bill-xxx-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis; provided, that a Borrower may agree to repurchase manufactured homes that were manufactured by such Borrower and thereafter were sold to a retail dealer, at the request of such retail dealer's floor plan financier.

Inventory; Perpetual Inventory. (a) Each Grantor Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory (other than returned or obsolete Inventory) owned by such Grantor Borrower is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s Borrower's business, and is and will be fit for such purposes. Each Grantor Borrower will keep its Inventory (other than returned or obsolete Inventory) in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s Borrower's business. Each Grantor will notify No Borrower will, without the Agent upon such Grantor’s acquisition prior written consent of the Agent, acquire or acceptance of maintain any Inventory in excess of $1,000,000 at any time on consignment or approvalapproval unless such Inventory is disclosed to the Agent pursuant to SECTION 6.7 and the applicable Borrower takes appropriate steps to insure that all of such Inventory is excluded from any determination of Eligible Inventory. Each Grantor Borrower agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor Borrower will conduct a cycle physical count of the its Inventory at least once per Fiscal Year, and after and during the continuance existence of an Event of Default, at such other times as the Agent requestsmay reasonably request. Each Grantor Metals Inventory Borrower will maintain a perpetual inventory reporting system at all times. No Grantor will, without Without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any no Borrower will sell, through a single transaction or a series of related transactions, Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basisbasis in excess of $1,000,000.

Inventory; Perpetual Inventory. (a) Each Grantor Loan Party represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor Loan Party and each of its Subsidiaries is and will be held for sale or use lease (and in productionthe case of raw materials and work in process for further processing into finished goods to be held for sale), or to be furnished in connection with the rendition of services, in the ordinary course of such Grantor’s businessLoan Party's or such Subsidiary's, as applicable, business and is and will be fit for such purposes. Each Grantor Loan Party will keep (and will cause each of its Subsidiaries to keep) its Inventory in good and marketable conditioncondition consistent with past practice, except for damaged or defective goods arising in the ordinary course of such Grantor’s businessat its own expense. Each Grantor Loan Party and its Subsidiaries will notify not, without the Agent upon such Grantor’s acquisition prior consent of the Agent, acquire or acceptance of accept any Inventory on consignment or approvalappraisal. Each Grantor Loan Party agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor Loan Party will conduct (or cause to be conducted) a cycle physical count of the its Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Grantor Loan Party will at all times maintain (and will cause each of its Subsidiaries at all times to maintain) a perpetual inventory reporting system at all times. No Grantor willEach Loan Party will not (and will cause its Subsidiaries not to), without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basisbasis and no such Inventory sold on any such basis will be deemed to be Eligible Inventory. Any inventory of others which is on the premises of any Loan Party for processing, cutting, manufacturing, finishing or otherwise, shall be segregated and shall not be reported or included on any Borrowing Base Certificate as Inventory or Eligible Inventory of a Borrower.

Inventory; Perpetual Inventory. (a) Each Grantor represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s 's business, and is and will be fit for such purposes. Each Grantor will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s 's business. Each Grantor will notify not, without the Agent upon such Grantor’s acquisition prior written consent of the Agent, acquire or acceptance of accept any Inventory on consignment or approvalapproval other than in the ordinary course of business in a manner consistent with past practices and, upon the request of the Agent, such Grantor will provide the Agent with the details of any such arrangements. Each Grantor agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor will conduct a cycle physical count of the its Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Grantor will maintain a perpetual inventory reporting system at all times. No Each Grantor willwill not, without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any of its Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, consignment or other repurchase or return basisbasis other than in the ordinary course of business in a manner consistent with past practices and, upon the request of the Agent, such Grantor will provide the Agent with the details of any such arrangements.

Inventory; Perpetual Inventory. (a) Each Grantor Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory (other than returned or obsolete Inventory) owned by such Grantor Borrower is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s Borrower's business, and is and will be fit for such purposes. Each Grantor Borrower will keep its Inventory (other than returned or obsolete Inventory) in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s Borrower's business. Each Grantor will notify No Borrower will, without the Agent upon such Grantor’s acquisition prior written consent of the Agent, acquire or acceptance of maintain any Inventory in excess of $1,000,000 at any time on consignment or approvalapproval unless such Inventory is disclosed to the Agent pursuant to SECTION 6.7 and the applicable Borrower takes appropriate steps to insure that all of such Inventory is excluded from any determination of Eligible Inventory. Each Grantor Borrower agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor Borrower will conduct a cycle physical count of the its Inventory at least once per Fiscal Year, and after and during the continuance existence of an Event of Default, at such other times as the Agent requestsmay reasonably request. Each Grantor Borrower will maintain a perpetual inventory Inventory reporting system at all times. No Grantor will, without Without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any no Borrower will sell, through a single transaction or a series of related transactions, Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basisbasis in excess of $1,000,000.

Inventory; Perpetual Inventory. (a) Each Grantor Loan Party represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor Loan Party and each of its Subsidiaries is and will be held for sale or use lease (and in productionthe case of raw materials and wo rk in process for further processing into finished goods to be held for sale), or to be furnished in connection with the rendition of services, in the ordinary course of such GrantorLoan Party’s businessor such Subsidiary’s, as applicable, business and is and will be fit for such purposes. Each Grantor Loan Party will keep (and will cause each of its Subsidiaries to keep) its Inventory in good and marketable conditioncondition consistent with past practice, except for damaged or defective goods arising in the ordinary course of such Grantor’s businessat its own expense. Each Grantor Loan Party and its Subsidiaries will notify not, without the Agent upon such Grantor’s acquisition prior consent of the Agent, acquire or acceptance of accept any Inventory on consignment or approvalappraisal. Each Grantor Loan Party agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor Loan Party will conduct (or cause to be conducted) a cycle physical count of the its Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Grantor Loan Party will at all times maintain (and will cause each of its Subsidiaries at all times to maintain) a perpetual inventory reporting system at all times. No Grantor willEach Loan Party will not (and will cause its Subsidiaries not to), without the Agent’s written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and bill-and- hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basisbasis and no such Inventory sold on any such basis will be deemed to be Eligible Inventory. Any inventory of others which is on the premises of any Loan Party for processing, cutting, manufacturing, finishing or otherwise, shall be segregated and shall not be reported or included on any Borrowing Base Certificate as Inventory or Eligible Inventory of a Borrower.

Inventory; Perpetual Inventory. (a) Each Grantor represents The Grantors represent and warrants warrant to the Collateral Agent and the Lenders and agrees with the Collateral Agent and the Lenders that all of the Inventory owned by such Grantor the Grantors is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s the Grantors’ business, and is and will be fit for such purposes. Each Grantor The Grantors will keep its their Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s the Grantors’ business. Each Grantor The Grantors will notify not, without the Agent upon such Grantor’s acquisition prior written consent of the Collateral Agent, acquire or acceptance of accept any Inventory on consignment or approval, except pursuant to the Navistar Consignment Agreement provided the Navistar Intercreditor Agreement is in full force and effect. Each Grantor agrees The Grantors agree that all Inventory produced by such Grantor the Grantors in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor The Grantors will conduct a cycle physical count of the Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Collateral Agent requests. Each Grantor The Grantors will maintain a perpetual an inventory reporting system at all timestimes consistent with past practices and reasonably acceptable to the Collateral Agent. No Grantor willThe Grantors will not, without the Collateral Agent’s written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and bxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis.

Inventory; Perpetual Inventory. (a) Each Grantor Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor Borrower is and will be held for sale or use lease, or to be furnished in productionconnection with the rendition of services, in the ordinary course of such Grantor’s Borrower's business, and is and will be fit for such purposes. Each Grantor Borrower will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s Borrower's business. Each Grantor Borrower will notify the Agent upon such Grantor’s acquisition not, without prior written notice to Agent, acquire or acceptance of accept any Inventory on consignment or approval. Each Grantor Borrower agrees that all Inventory produced by such Grantor Borrower in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor Borrower will conduct a cycle physical count of the Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests, provided, however, that so long as an Event of Default does not exist, in lieu of an annual physical inventory, each Borrower may conduct cycle counts that are in compliance with such Borrower's internal audit procedures as approved by such Borrower's independent certified public accountants. Each Grantor Borrower will maintain a perpetual inventory reporting system at all times. No Grantor willIf Revolving Loans are outstanding, Each Borrower will not, without the prior written notice to Agent’s written consent not to be unreasonably withheld, sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basisbasis except in conformity with such Borrower's business practices as of the Closing Date.

Inventory; Perpetual Inventory. (a) Each Grantor The Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor the Borrower is and will be held for sale or use lease (and in productionthe case of raw materials and work in process for further processing into finished goods to be held for sale), or to be furnished in connection with the rendition of services, in the ordinary course of such Grantor’s the Borrower's business, and is and will be fit for such purposes. Each Grantor The Borrower will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s businessat its own expense. Each Grantor will notify the Agent upon such Grantor’s acquisition or acceptance of any Inventory on consignment or approval. Each Grantor The Borrower agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor The Borrower will conduct a cycle physical count of the Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Grantor The Borrower will maintain a perpetual inventory reporting system at all times. No Grantor willThe Borrower will not, without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and xxxx-and-hold, guaranteed sale, sale and return, sale on approval, consignment, or other repurchase or return basis. Any inventory of others which is on the premises of the Borrower for processing, cutting, manufacturing, finishing or otherwise, shall be segregated and shall not be reported or included on any Borrowing Base Certificate as Inventory or Eligible Inventory of the Borrower.

Inventory; Perpetual Inventory. (a) Each Grantor The Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that all of the Inventory owned by such Grantor the Borrower is and will be held for sale or use lease (and in productionthe case of raw materials and work in process for further processing into finished goods to be held for sale), or to be furnished in connection with the rendition of services, in the ordinary course of such Grantor’s the Borrower's business, and is and will be fit for such purposes. Each Grantor The Borrower will keep its Inventory in good and marketable condition, except for damaged or defective goods arising in the ordinary course of such Grantor’s businessat its own expense. Each Grantor will notify the Agent upon such Grantor’s acquisition or acceptance of any Inventory on consignment or approval. Each Grantor The Borrower agrees that all Inventory produced by such Grantor in the United States of America will be produced in accordance with the Federal Fair Labor Standards Act of 1938, as amended, and all rules, regulations, and orders thereunder. Each Grantor The Borrower will conduct a cycle physical count of the Inventory at least once per Fiscal Year, and after and during the continuance continuation of an Event of Default, at such other times as the Agent requests. Each Grantor The Borrower will maintain a perpetual inventory reporting system at all times. No Grantor willThe Borrower will not, without the Agent’s 's written consent not to be unreasonably withheldconsent, sell any Inventory on a bxxx and bill-and-hold, guaranteed sale, sale and return, sale on approvalappxxxxl, consignment, or other repurchase or return basis. Any inventory of others which is on the premises of the Borrower for processing, cutting, manufacturing, finishing or otherwise, shall be segregated and shall not be reported or included on any Borrowing Base Certificate as Inventory or Eligible Inventory of the Borrower.