Common use of Location of and Access to Collateral Clause in Contracts

Location of and Access to Collateral. All tangible items of Collateral, other than Inventory in transit or delivered for repair or Inventory located outside of the United States or Canada and having an aggregate retail value not in excess of $100,000, shall at all times be kept by Borrowers at the business locations set forth in Schedule 8.6.1, (as such Schedule 8.6.1 may from time to time be updated by Borrower Agent providing written notice to Agent; provided, however, that any location outside of the United States or Canada must be approved in advance and in writing by Agent) except that Borrowers may (a) make sales or other dispositions of Collateral in accordance with Section 10.2.6; (b) move Collateral to another location in the United States, upon 10 Business Days’ prior written notice to Agent (or such shorter period as Agent may agree); provided, however that if there was a Lien Waiver for the prior location, Borrowers shall use commercially reasonable efforts to obtain a Lien Waiver for the new location; and (c) maintain Collateral at other locations having an aggregate retail value not to exceed $100,000 at any single location ($500,000 with respect to grape crush facilities). Upon the request of Agent, each Borrower agrees to use commercially reasonable efforts to obtain a Lien Waiver (i) for all Collateral having an aggregate retail value in excess of $100,000 located on leased premises, in a warehouse or subject to a bailment arrangement ($500,000 with respect to grape crush facilities), (ii) for any leased premises where any Obligor maintains its books and records and (iii) Collateral consisting of Intellectual Property subject to a License.

Location of and Access to Collateral. All tangible items of Collateral, other than Inventory in transit or delivered for repair or Inventory located outside of the United States or Canada and having an aggregate retail value not in excess of $100,000, shall at all times be kept by Borrowers at the Real Estate or business locations locations, in each case set forth in Schedule 8.6.1, 8.6.1 (as such Schedule 8.6.1 may from time to time be updated by Borrower Agent providing written notice to Agent; provided, however, that any location outside of the United States or Canada must be approved in advance and in writing by Agent) ), except that Borrowers may (a) make sales or other dispositions of Collateral in accordance with Section 10.2.6; (b) move Collateral to another location in the United States, upon 10 Business Days’ prior written notice to Agent (or such shorter period as Agent may agree); provided, however that if there was a Lien Waiver for the prior location, Borrowers shall use commercially reasonable efforts to obtain a Lien Waiver for the new location; and (c) maintain Collateral at other locations having an aggregate retail value not to exceed $100,000 at any single location ($500,000 with respect to grape crush facilities)location. Upon the request of Agent, each Borrower agrees to use commercially reasonable efforts to obtain a Lien Waiver (i) for all Collateral having an aggregate retail value in excess of $100,000 located on leased premises, in a warehouse or subject to a bailment arrangement ($500,000 with respect to grape crush facilities)arrangement, (ii) for any leased premises where any Obligor maintains its books and records and (iii) Collateral consisting of Intellectual Property subject to a License. If, after using commercially reasonable efforts to obtain a Lien Waiver for any locations in accordance with this Section 8.6.1, Borrowers are unable to obtain the same, then Agent may impose a Rent and Charges Reserve with respect thereto.

Location of and Access to Collateral. All tangible items of Collateral, (other than Inventory in transit or delivered for repair or Inventory located outside of the United States or Canada and having an aggregate retail value not in excess of $100,000), shall at all times be kept by Borrowers at the business locations set forth in Schedule 8.6.1, (as such Schedule 8.6.1 may from time to time be updated by Borrower Agent providing written notice to Agent; provided, however, that any location outside of the United States or Canada must be approved in advance and in writing by Agent) except that Borrowers may (a) make sales or other dispositions of Collateral in accordance with Section 10.2.6; (b) move Collateral to another location in the United States, upon 10 Business Days’ prior written notice to Agent (or such shorter period as Agent may agree); provided, however however, that if there was a Lien Waiver for the prior location, Borrowers shall use commercially reasonable efforts to obtain a Lien Waiver for the new location; and (c) maintain Collateral at other locations having an aggregate retail value not to exceed $100,000 at any single location ($500,000 with respect to grape crush facilities). Upon the request of Agent, each Borrower agrees to use commercially reasonable efforts to obtain a Lien Waiver (i) for all Collateral having an aggregate retail value in excess of $100,000 located on leased premisespremises in the United States, in a warehouse or subject to a bailment arrangement ($500,000 with respect to grape crush facilities), ) and (ii) for any leased premises where any Obligor maintains its books and records and (iii) Collateral consisting of Intellectual Property subject to a Licenserecords.