Exhibit No. 10.26
SECURITY AGREEMENT
This SECURITY AGREEMENT, dated as of July 31, 1998, is between Room Plus,
Inc., a New York corporation (the "Company"), and Xxxxx X. Xxxxxxx (the
"Creditor").
WHEREAS, pursuant to the terms of a Loan Agreement between the Company and
the Creditor dated the date hereof the Company is borrowing money from the
Creditor evidenced by a promissory note dated the date hereof in the principal
amount of $1,500,000 (the "Note");
NOW, THEREFORE, in consideration of the benefits to the Company, the
receipt and sufficiency of which are hereby acknowledged, the Company hereby
makes the following representations and warranties to the Creditor and hereby
covenants and agrees with the Creditor as follows:
ARTICLE I
DEFINITIONS
1.1 Definitions. The following terms shall have the meanings herein
specified unless the context otherwise requires. Such definitions shall be
equally applicable to the singular and plural forms of the terms defined.
"Agreement" or "Security Agreement" shall mean this Security
Agreement, as modified, supplemented, or amended from time to time.
"Company" shall have the meaning provided in the first paragraph of
this Agreement.
"Chattel Paper" shall have the meaning assigned that term under the
UCC.
"Collateral" shall have the meaning provided in Section 2.1(a).
"Contracts" shall mean all contracts between the Company and one or
more additional parties.
"Contract Rights" shall mean all rights of the Company (including,
without limitation, all rights to payment) under each Contract.
"Copyrights" shall mean any U.S. copyright to which the Company now
or hereafter has title, as well as any application for a U.S. copyright
now or hereafter made by the Company.
"Documents" shall have the meaning assigned that term under the UCC.
"Equipment" shall mean any "equipment," as such term is defined in
the UCC, now or hereafter owned by the Company and, in any event, shall
include, but shall not be limited to, all machinery, equipment,
furnishings, fixtures and vehicles now or hereafter owned by the Company
and any and all additions, substitutions, and replacements of any of the
foregoing, wherever located, together with all attachments, components,
parts, equipment, and accessories installed thereon or affixed thereto.
"Event of Default" shall mean an Event of Default as defined in the
Note.
"General Intangibles" shall have the meaning assigned that term
under the UCC.
"Goods" shall have the meaning assigned that term under the UCC.
"Instrument" shall have the meaning assigned that term under the
UCC.
"Inventory" shall mean all raw materials, work-in-process, and
finished inventory of the Company of every type or description and all
documents of title covering such inventory, and shall specifically include
all "inventory" as such term is defined in the UCC, now or hereafter owned
by the Company.
"Lien" shall mean any mortgage, pledge, security interest,
encumbrance, lien or charge of any kind (including any agreement to give
any of the foregoing, any conditional sale or other title retention
agreement or any lease in the nature thereof).
"Loan Agreement" shall mean the Loan Agreement dated the date hereof
between the Company and the Creditor, as the same may be modified,
supplemented or amended from time to time.
"Marks" shall mean any trademarks and service marks now held or
hereafter acquired by the Company, which are now or hereafter registered
in the United States Patent and Trademark Office, as well as any
unregistered marks used by the Company in the United States and trade
dress, including logos and/or designs, in connection with which any of
these registered or unregistered marks are used.
"Obligations" shall mean: (a) all indebtedness, obligations, and
liabilities (including, without limitation, guarantees and other
contingent liabilities) of the Company to the Creditor, or the holder of
the Note arising under or in connection with the Loan
2
Agreement, this Security Agreement or the Note; (b) any and all sums
advanced by the Creditor in order to preserve the Collateral or preserve
its security interest in the Collateral; and (c) in the event of any
proceeding for the collection or enforcement of any indebtedness,
obligations, or liabilities of the Company referred to in clause (a),
after an Event of Default shall have occurred and be continuing, the
reasonable expenses of re-taking, holding, preparing for sale or lease,
selling, or otherwise disposing or realizing on the Collateral, or of any
exercise by the Creditor of its rights hereunder, together with reasonable
attorneys' fees and court costs.
"Patents" shall mean any U.S. patent to which the Company now or
hereafter has title, as well as any application for a U.S. patent now or
hereafter made by Company.
"Person" shall mean any individual, partnership, joint venture,
firm, corporation, limited liability entity, association, trust or other
enterprise.
"Proceeds" shall have the meaning assigned that term under the UCC
or under other relevant law and, in any event, shall include, but not be
limited to, (i) any and all proceeds of any insurance, indemnity,
warranty, or guaranty payable to the Creditor or the Company from time to
time with respect to any of the Collateral, (ii) any and all payments (in
any form whatsoever) made or due and payable to the Company from time to
time in connection with any requisition, confiscation, condemnation,
seizure, or forfeiture of all or any part of the Collateral by any
governmental authority (or any Person acting under color of governmental
authority), and (iii) any and all other amounts from time to time paid or
payable under or in connection with any of the Collateral.
"Receivables" shall mean any "account" as such term is defined in
the UCC, now or hereafter owned by the Company and, in any event, shall
include, but shall not be limited to, all of the Company's rights to
payment for goods sold or leased or services performed by the Company,
whether now in existence or arising from time to time hereafter,
including, without limitation, rights evidenced by an account, note,
contract, security agreement, chattel paper, or other evidence of
indebtedness or security, together with (a) all security pledged,
assigned, hypothecated, or granted to or held by the Company to secure the
foregoing, (b) all of the Company's right, title, and interest in and to
any goods, the sale of which gave rise thereto, (c) all guarantees,
endorsements, and indemnifications on, or of, any of the foregoing, (d)
all powers of attorney for the execution of any evidence of indebtedness
or security or other writing in connection therewith, (e) all books,
records, ledger cards, and invoices relating thereto, (f) all evidences of
the filing of financing statements and other statements and the
registration of other instruments in connection therewith and amendments
thereto, notices to other creditors or secured parties, and certificates
from filing or other registration officers, (g) all credit information,
reports, and memoranda relating thereto, and (h) all other writings
related in any way to the foregoing.
3
"UCC" means the Uniform Commercial Code as in effect on the date
hereof in all relevant jurisdictions.
ARTICLE II
SECURITY INTERESTS
2.1 Grant of Security Interests.
(a) As security for the prompt and complete payment and
performance when due of all of its Obligations, the Company does hereby sell,
assign, and transfer unto the Creditor, and does hereby grant to the Creditor a
continuing security interest of first priority in, all of the right, title, and
interest of the Company in, to, and under all of the following, whether now
existing or hereafter from time to time acquired: (i) each and every Receivable;
(ii) all Contracts, together with all Contract Rights arising thereunder; (iii)
all Inventory; (iv) all Equipment; (v) all Marks, together with the
registrations and right to all renewals thereof, and the goodwill of the
business of the Company symbolized by the Marks; (vi) all Patents and
Copyrights; (vii) all computer programs of the Company and all intellectual
property rights therein and all other proprietary information of the Company,
including, but not limited to, trade secrets; (viii) all other Goods, General
Intangibles, Chattel Paper, Documents, and Instruments; and (ix) all Proceeds
and products of any and all of the foregoing (all of the above, collectively,
the "Collateral").
(b) The security interest of the Creditor under this Agreement
extends to all Collateral of the kind described in preceding clause (a) which
the Company may acquire at any time during the continuation of this Agreement.
2.2 Power of Attorney. The Company hereby constitutes and appoints the
Creditor its true and lawful attorney, irrevocably, with full power after the
occurrence of an Event of Default (in the name of the Company or otherwise) to
act, require, demand, receive, compound, and give acquittance for any and all
monies and claims for monies due or to become due to the Company under or
arising out of the Collateral, to endorse any checks or other instruments or
orders in connection therewith and to file any claims or take any action or
institute any proceedings which the Creditor may deem to be necessary or
advisable in the premises, which appointment as attorney is coupled with an
interest.
4
ARTICLE III
GENERAL REPRESENTATIONS, WARRANTIES AND COVENANTS
The Company represents, warrants, and covenants, which representations,
warranties, and covenants shall survive execution and delivery of this
Agreement, as follows:
3.1 Necessary Filings. All filings, registrations, and recordings
necessary or appropriate to create, preserve, protect, and perfect the security
interest granted by the Company to the Creditor hereby in respect of the
Collateral have been accomplished or will be accomplished as promptly as
practicable after the date hereof and after the giving of value by the Creditor
to the Company the security interest granted to the Creditor pursuant to this
Agreement in and to the Collateral constitutes, or upon the making of all
necessary filings, registrations and recordings will constitute, a valid and
enforceable perfected security interest therein superior and prior to the rights
of all other Persons therein and subject to no other Liens, and is entitled to
all the rights, priorities, and benefits afforded by the UCC or other relevant
law as enacted in any relevant jurisdiction to perfected security interests.
3.2 No Liens. Except as set forth on Schedule 3.2 attached hereto, the
Company is the owner of all Collateral free from any Lien or other right, title,
or interest of any Person, and the Company shall defend the Collateral against
all claims and demands of all Persons at any time claiming the same or any
interest therein adverse to the Creditor. The proceeds of the Loan Agreement
will be used to satisfy the indebtedness underlying the security interests
reflected on Schedule 3.2 and the Company shall promptly cause such liens to be
released. The Company agrees to use its best efforts to remove any Liens created
or asserted by third parties against the Collateral.
3.3 Other Financing Statements. There is no financing statement (or
similar statement or instrument of registration under the law of any
jurisdiction) covering or purporting to cover any interest of any kind in the
Collateral and so long as any of the Obligations remain unpaid, the Company will
not execute or authorize to be filed in any public office any financing
statement (or similar statement or instrument of registration under the law of
any jurisdiction) or statements relating to the Collateral, except financing
statements filed or to be filed in respect of and covering the security
interests granted hereby by the Company.
3.4 Chief Executive Office; Records. The chief executive office of the
Company is located at the address set forth in Section 7.2 of the Loan
Agreement. The Company will not move its chief executive office except to such
new location as the Company may establish in accordance with the last sentence
of this Section 3.4. The originals of all documents evidencing all Receivables
and Contract Rights of the Company and the only original books of account and
records of the Company relating thereto are, and will continue to be, kept at
such chief executive office or at such new locations as the Company may
establish in accordance with the last sentence of this Section 3.4. All
Receivables and Contract Rights of the Company are, and will
5
continue to be, maintained at, and controlled and directed (including, without
limitation, for general accounting purposes) from, the office location indicated
above, or such new locations as the Company may establish in accordance with the
last sentence of this Section 3.4. The Company shall not establish a new
location for such offices until (i) it shall have given to the Creditor not less
than 45 days' prior written notice of its intention so to do, clearly describing
such new location and providing such other information in connection therewith
as the Creditor may reasonably request, and (ii) with respect to such new
location, it shall have taken all action, satisfactory to the Creditor, to
maintain the security interest of the Creditor in the Collateral intended to be
granted hereby at all times fully perfected and in full force and effect.
3.5 Location of Inventory and Equipment. All Inventory and Equipment
held on the date hereof by the Company is located at one of the locations shown
on Annex A. The Company agrees that (i) all Inventory and Equipment now held or
subsequently acquired by it shall be kept at (or shall be in transport to) any
one of the locations shown on Annex A, or such new location as the Company may
establish in accordance with the last sentence of this Section 3.5. The Company
may establish a new location for Inventory and Equipment only if (i) it shall
have given to the Creditor prior written notice of its intention so to do,
clearly describing such new location and providing such other information in
connection therewith as the Creditor may reasonably request, and (ii) with
respect to such new location, it shall have taken all action reasonably
satisfactory to the Creditor to maintain the security interest of the Creditor
in the Collateral intended to be granted hereby at all times fully perfected and
in full force and effect.
ARTICLE IV
SPECIAL PROVISIONS CONCERNING
RECEIVABLES; CONTRACT RIGHTS; INSTRUMENTS
4.1 Direction to Account Debtors; Contracting Parties; etc. Upon the
occurrence of an Event of Default and if the Creditor so directs, the Company
agrees to cause all payments on account of the Receivables and Contracts to be
made directly to the Creditor and the Creditor may, at its option, directly
notify the obligors with respect to any Receivables and/or under any Contracts
to make payments with respect thereto to the Creditor. The costs and expenses
(including attorneys' fees) of collection, whether incurred by the Company or
the Creditor, shall be borne by the Company.
4.2 Instruments. If the Company owns or acquires any Instrument, the
Company will within 10 days notify the Creditor thereof, and upon request by the
Creditor promptly deliver such Instrument to the Creditor appropriately endorsed
to the order of the Creditor as further security hereunder.
6
ARTICLE V
PROVISIONS CONCERNING ALL COLLATERAL
5.1 Protection of Creditor's Security. The Company will do nothing to
impair the rights of the Creditor in the Collateral. The Company assumes all
liability and responsibility in connection with the Collateral acquired by it
and the liability of the Company to pay its Obligations shall in no way be
affected or diminished by reason of the fact that such Collateral may be lost,
destroyed, stolen, damaged or for any reason whatsoever unavailable to the
Company.
5.2 Further Actions. The Company will, at its expense, make, execute,
endorse, acknowledge, file, and/or deliver to the Creditor from time to time
such lists, descriptions and designations of its Collateral, warehouse receipts,
receipts in the nature of warehouse receipts, bills of lading, documents of
title, vouchers, invoices, schedules, confirmatory assignments, conveyances,
financing statements, transfer endorsements, copyright mortgages, trademark
mortgages, patent mortgages, powers of attorney, certificates, reports, and
other assurances or instruments and take such further steps relating to the
Collateral and other property or rights covered by the security interest hereby
granted, which the Creditor deems reasonably appropriate or advisable to
perfect, preserve or protect its security interest in the Collateral.
5.3 Financing Statements. The Company agrees to sign and deliver to the
Creditor such financing statements, in form acceptable to the Creditor, as the
Creditor may from time to time reasonably request or as are necessary or
desirable in the opinion of the Creditor to establish and maintain a valid,
enforceable, first priority security interest in the Collateral as provided
herein and the other rights and security contemplated herein, all in accordance
with the UCC as enacted in any and all relevant jurisdictions or any other
relevant law. The Company will pay any applicable filing fees and related
expenses. The Company authorizes the Creditor to file any such financing
statements without the signature of the Company.
ARTICLE VI
REMEDIES UPON OCCURRENCE OF EVENT OF DEFAULT
6.1 Remedies; Obtaining the Collateral Upon Default. The Company agrees
that, if any Event of Default shall have occurred and be continuing, then and in
every such case, subject to any mandatory requirements of applicable law then in
effect, the Creditor, in addition to any rights now or hereafter existing under
applicable law, shall have all rights as a secured creditor under the UCC in all
relevant jurisdictions and may:
(a) personally, or by agents or attorneys, immediately retake
possession of the Collateral or any part thereof, from the Company or any other
Person who then has possession of any part thereof with or without notice or
process of law, and for that purpose may enter upon the
7
Company's premises where any of the Collateral is located and remove the same
and use in connection with such removal any and all services, supplies, aids,
and other facilities of the Company; and
(b) instruct the obligor or obligors on any agreement, instrument
or other obligation (including, without limitation, the Receivables)
constituting the Collateral to make any payment required by the terms of such
instrument or agreement directly to the Creditor; and
(c) sell, assign, or otherwise liquidate, or direct the Company to
sell, assign, or otherwise liquidate, any or all of the Collateral or any part
thereof, and take possession of the proceeds of any such sale or liquidation;
and
(d) take possession of the Collateral or any part thereof, by
directing the Company in writing to deliver the same to the Creditor at any
place or places designated by the Creditor, in which event the Company shall at
its own expense:
(i) forthwith cause the same to be moved to the place or
places so designated by the Creditor and there delivered to the Creditor,
and
(ii) store and keep any Collateral so delivered to the
Creditor at such place or places pending further action by the Creditor as
provided in Section 6.2; and
(e) take any or all of the actions set forth elsewhere in this
Agreement;
it being understood that the Company's obligations to deliver the Collateral is
of the essence of this Agreement and that, accordingly, upon application to a
court of equity having jurisdiction, the Creditor shall be entitled to a decree
requiring specific performance by the Company of said obligation.
6.2 Remedies; Disposition of the Collateral. Any Collateral repossessed
by the Creditor under or pursuant to Section 6.1, and any other Collateral
whether or not so repossessed by the Creditor, may be sold, assigned, leased, or
otherwise disposed of under one or more contracts or as an entirety, and without
the necessity of gathering at the place of sale the property to be sold, and in
general in such manner, at such time or times, at such place or places and on
such terms as the Creditor may, in compliance with any mandatory requirements of
applicable law, determine to be commercially reasonable. Any of the Collateral
may be sold, leased, or otherwise disposed of in the condition in which the same
existed when taken by the Creditor or after any overhaul or repair which the
Creditor shall determine to be commercially reasonable. Any such disposition
which shall be a private sale or other private proceeding permitted by such
requirements shall be made upon not less than 10 days' written notice to the
Company specifying the time at which such disposition is to be made and the
intended sale price or other consideration therefor, and shall be subject, for
the 10 days after the giving of such notice, to the right of the Company or any
nominee of the Company to acquire the Collateral involved at a
8
price or for such other consideration at least equal to the intended sale price
or other consideration so specified. Any such disposition which shall be a
public sale permitted by such requirements shall be made upon not less than 10
days' written notice to the Company specifying the time and place of such sale.
To the extent permitted by any such requirement of law, the Creditor may bid for
and become the purchaser of the Collateral or any item thereof, offered for sale
in accordance with this Section 6.2 without accountability to the Company
(except to the extent of surplus money received as provided in Section 6.4). If,
under mandatory requirements of applicable law, the Creditor shall be required
to make disposition of the Collateral within a period of time which does not
permit the giving of notice to the Company as hereinabove specified, the
Creditor need give the Company only such notice of disposition as shall be
reasonably practicable in view of such mandatory requirements of applicable law.
6.3 Waiver of Claims. Except as otherwise provided in this Agreement,
THE COMPANY HEREBY WAIVES, TO THE EXTENT PERMITTED BY APPLICABLE LAW, NOTICE AND
JUDICIAL HEARING IN CONNECTION WITH THE CREDITOR'S TAKING POSSESSION OR THE
CREDITOR'S DISPOSITION OF ANY OF THE COLLATERAL, INCLUDING, WITHOUT LIMITATION,
ANY AND ALL PRIOR NOTICE AND HEARING FOR ANY PREJUDGMENT REMEDY OR REMEDIES AND
ANY SUCH RIGHT WHICH THE COMPANY WOULD OTHERWISE HAVE UNDER THE CONSTITUTION OR
ANY STATUTE OF THE UNITED STATES OR OF ANY STATE, and the Company hereby further
waives, to the extent permitted by law:
(a) all damages occasioned by such taking of possession except any
damages which are the direct result of the Creditor's gross negligence or
willful misconduct;
(b) all other requirements as to the time, place and terms of sale
or other requirements with respect to the enforcement of the Creditor's
rights hereunder; and
(c) all rights of redemption, appraisement, valuation, stay,
extension, or moratorium now or hereafter in force under any applicable
law in order to prevent or delay the enforcement of this Agreement or the
absolute sale of the Collateral or any portion thereof, and the Company,
for itself and all who may claim under it, insofar as it or they now or
hereafter lawfully may, hereby waives the benefit of all such laws.
Any sale of, or the grant of options to purchase, or any other realization upon,
any Collateral shall operate to divest all right, title, interest, claim and
demand, either at law or in equity, of the Company therein and thereto, and
shall be a perpetual bar both at law and in equity against the Company and
against any and all Persons claiming or attempting to claim the Collateral so
sold, optioned or realized upon, or any part thereof, from, through and under
the Company.
9
6.4 Application of Proceeds. The proceeds of any Collateral obtained
pursuant to Section 6.1 or disposed of pursuant to Section 6.2 shall be applied
as follows:
(a) to the payment of any and all expenses and fees (including
reasonable attorneys' fees) incurred by the Creditor in obtaining, taking
possession of, removing, insuring, repairing, storing, and disposing of
Collateral and any and all amounts incurred by the Creditor in connection
therewith;
(b) next, any surplus then remaining to the payment of the
Obligations in the following order of priority:
(i) all interest accrued and unpaid on the Note on a pro
rata basis;
(ii) the principal amount owing on the Note on a pro rata
basis;
(iii) all other Obligations then owing;
(c) if no Obligation is outstanding, any surplus then remaining
shall be paid to the Company, subject, however, to the rights of the
holder of any then existing Lien of which the Creditor has actual notice
(without investigation);
it being understood that the Company shall remain liable to the extent of any
deficiency between the amount of the proceeds of the Collateral and the
aggregate amount of the sums referred to in clauses (a) and (b) of this Section
6.4 with respect to the Company.
6.5 Remedies Cumulative. No failure or delay on the part of the Creditor
in exercising any right, power or privilege hereunder and no course of dealing
between the Company and the Creditor shall operate as a waiver thereof; nor
shall any single or partial exercise of any right, power, or privilege hereunder
preclude any other or further exercise thereof or the exercise of any other
right, power or privilege hereunder. The rights, powers and remedies herein
expressly provided are cumulative and not exclusive of any rights, powers, or
remedies which the Creditor would otherwise have. No notice to or demand on the
Company in any case shall entitle the Company to any other or further notice or
demand in similar or other circumstances or constitute a waiver of the rights of
the Creditor to any other or further action in any circumstances without notice
or demand.
10
ARTICLE VII
MISCELLANEOUS
7.1 Notices. All notices and other communications hereunder shall be
made at the addresses, in the manner and with the effect provided in Section 7.2
of the Loan Agreement.
7.2 Waiver; Amendment. This Agreement may be changed, waived,
discharged, or terminated only by an instrument in writing signed by the party
against which enforcement of such change, waiver, discharge or termination is
sought.
7.3 Obligations Absolute. The obligations of the Company under this
Agreement shall be absolute and unconditional and shall remain in full force and
effect without regard to, and shall not be released, suspended, discharged,
terminated, or otherwise affected by, any circumstance or occurrence whatsoever,
including, without limitation: (a) any renewal or extension of the Loan
Agreement or any other instrument or agreement referred to therein, or any
assignment or transfer of any thereof; (b) any waiver, consent, extension,
indulgence, or other action or inaction under or in respect of any such
instrument or agreement or any exercise or non-exercise of any right, remedy,
power or privilege under or in respect of the Loan Agreement; or (c) any
furnishing of any additional security to the Creditor or any acceptance thereof
or any sale, exchange, release, surrender, or realization of or upon any
security by the Creditor.
7.4 Successors and Assigns. This Agreement shall be binding upon and
inure to the benefit of and be enforceable by the respective successors and
assigns of the parties hereto; provided, however, that the Company may not
assign or transfer any of its rights or obligations hereunder without the prior
written consent of the Creditor. All agreements, statements, representations and
warranties made by the Company herein or in any certificate or other instrument
delivered by the Company or on its behalf under this Agreement shall be
considered to have been relied upon by the Creditor and shall survive the
execution and delivery of this Agreement regardless of any investigation made by
the Creditor or on its behalf.
7.5 Headings Descriptive, Etc. The headings of the several sections and
subsections of this Agreement are inserted for convenience only and shall not in
any way affect the meaning or construction of any provision of this Agreement.
7.6 Governing Law. This Agreement and the rights and obligations of the
parties hereunder shall be construed in accordance with and be governed by the
internal laws of the State of New York without giving effect to principles of
conflicts of laws.
7.7 Company's Duties. It is expressly agreed, anything herein contained
to the contrary notwithstanding, that the Company shall remain liable to perform
all of the obligations, if any, assumed by it with respect to the Collateral and
the Creditor shall not have any obligations or liabilities with respect to any
Collateral by reason of or arising out of this Agreement, nor shall
11
the Creditor be required or obligated in any manner to perform or fulfill any of
the obligations of the Company under or with respect to any Collateral.
7.8 Termination; Release. When all Obligations have been paid in full,
this Agreement shall terminate, and the Creditor, at the request and expense of
the Company, will execute and deliver to the Company the proper instruments
(including UCC termination statements on form UCC-3) acknowledging the
termination of this Agreement, and will duly assign, transfer and deliver to the
Company (without recourse and without any representation or warranty) such of
the Collateral as may be in possession of the Creditor and has not theretofore
been sold or otherwise applied or released pursuant to this Agreement.
7.9 Counterparts. This Agreement may be executed in any number of
counterparts and by the different parties hereto on separate counterparts, each
of which when so executed and delivered shall be an original, but all of which
shall together constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed and delivered by their duly authorized officers or representatives as
of the date first above written.
ROOM PLUS, INC.
By: /s/ Xxxx Xxxxxx
---------------
Title: Chief Executive Officer
/s/ Xxxxx X. Xxxxxxx
--------------------
Xxxxx X. Xxxxxxx
12
ANNEX A
TO
SECURITY AGREEMENT
------------------
SCHEDULE OF EQUIPMENT AND INVENTORY LOCATIONS
---------------------------------------------
Address County
------- ------
