Directly or indirectly, make or acquire any Investment or incur any liabilities (including contingent obligations) for or in connection with any Investment, except for Permitted Investments.

Owner-Controlled Insurance Program. Owners will provide Service Provider with Workers’ Compensation Insurance, Commercial General Liability Insurance and Excess Liability Insurance for Services performed on-Site through its Owner-Controlled Insurance Program (“OCIP”). If at any time the OCIP is not maintained, Service Provider will be responsible for maintaining coverage identical to the coverage listed in Section 24.1.

“Controlled Investment Affiliate” means, as to any Person, any other Person which # directly or indirectly is controlled by such Person and # is organized by such Person primarily for the purpose of making equity or debt investments in one or more companies (but is not a portfolio company).

Section # Cash Management. The Borrower shall, and shall cause its Subsidiaries to maintain all cash management and treasury business with [[Administrative Agent:Organization]] or a Permitted Third Party Bank, including, without limitation, all deposit accounts, disbursement accounts, investment accounts and lockbox accounts (other than Excluded Accounts) (each such deposit account, disbursement account, investment account and lockbox account, a “Controlled Account”); each Controlled Account shall be a cash collateral account, with all cash, checks and other similar items of payment in such account securing payment of the Obligations, and in which the Borrower and each of the Subsidiary Loan Parties shall have granted a first priority Lien to the Administrative Agent, on behalf of the Secured Parties, perfected either automatically under the UCC (with respect to Controlled Accounts at [[Administrative Agent:Organization]]) or subject to Control Account Agreements.

Investments by Subsidiaries in securities of the Borrower and Investments by the Borrower and its Subsidiaries in any business trust controlled, directly or indirectly, by the Borrower to the extent such business trust purchases securities of the Borrower;

“Treasury Management Agreement” means any agreement governing the provision of treasury or cash management services, including deposit accounts, pool accounts, funds transfer, automated clearinghouse, zero balance accounts, returned check concentration, controlled disbursement, lockbox, account reconciliation, credit cards and reporting and trade finance services.

SECTION # Deposit Accounts. Subject to Section 5.12 and Section 5.13, none of the Borrower or any other Loan Party will at any time own, open, establish or suffer to exist in its name any Deposit Account or Securities Account, except # Controlled Accounts and # Excluded Accounts.

“Treasury Management Agreement” means any agreement governing the provision of treasury or cash management services, including deposit accounts, overdraft, credit or debit card, funds transfer, automated clearinghouse, zero balance accounts, returned check concentration, controlled disbursement, lockbox, account reconciliation and reporting and trade finance services and other cash management services.

“Affiliate” means any Person, other than AI-NOVA, that: # is controlled by, controls, or is under common control with a Party (collectively, a “Controlled Person”); or # is controlled by, controls, or is under common control with any such Controlled Person, in each case for so long as such control continues.

“Controlled Entity” means # any of the Subsidiaries of Holdings and any of their or Holdings’ respective Controlled Affiliates and # if Holdings has a parent company, such parent company and its Controlled Affiliates.

“Related Indemnified Person” of an Indemnitee means # any controlling person or controlled affiliate of such Indemnitee, # the respective directors, officers, or employees of such Indemnitee or any of its controlling persons or controlled affiliates and # the respective agents of such Indemnitee or any of its controlling persons or controlled affiliates, in the case of this [clause (c)], acting at the instructions of such Indemnitee, controlling person or such controlled affiliate; provided that each reference to a controlled affiliate or controlling person in this definition shall pertain to a controlled affiliate or controlling person involved in the negotiation or syndication of the Facility.

“Controlled Entity” means (a) any of the Subsidiaries of the ​ and any of their or the ​’ respective Controlled Affiliates and (b) if an Obligor has a parent company, such parent company and its Controlled Affiliates.

“Cash Management Services” shall mean any services provided to Borrowers in connection with operating, collections, payroll, trust, or other depository or disbursement accounts, including automated clearinghouse, e-payable, electronic funds transfer, wire transfer, controlled disbursement, overdraft, depository, information reporting, lockbox and stop payment services.

additional Liens on Property (excluding Property constituting Borrowing Base Properties, Equity Interests of the Borrower or its Restricted Subsidiaries pledged as Collateral and Controlled Accounts) so long as the aggregate principal amount of the obligations secured thereby does not at any time exceed $50,000,000.

For purposes of this letter agreement, “MRC Buyer” means Mill Road Capital Management LLC, a Delaware limited liability company (“MRC,” which term shall include its successors and assigns), and/or any one or more persons or entities who are controlled by MRC or whose investments are managed primarily by MRC.

“Designated Holder” means any of the following, or any of their respective controlled Affiliates, or any fund or account managed, advised or controlled by any of the following or any of their respective controlled Affiliates: Highbridge Capital Management, LLC, Wolverine Asset Management, LLC, Corre Partners Management, LLC, Whitebox Advisors LLC, and SGF, Inc.

Investments in Controlled Foreign Corporations; provided that, if cash or other assets are being contributed or invested in any such Controlled Foreign Corporation, and such Investment is not included in the Collateral Pool, immediately after giving effect to such Investment and any Concurrent Transaction, then # the Covered Debt Amount does not exceed the Borrowing Base and # either # the amount of any excess availability under the Borrowing Base immediately prior to such Investment is not diminished as a result of such Investment or # the Adjusted Gross Borrowing Base immediately after giving effect to such Investment is at least 110% of the Covered Debt Amount;