EXCESS OF U.S.$25,000,000.
(B)
ENTER INTO ANY AGREEMENT PROHIBITING THE CREATION OR ASSUMPTION OF ANY LIEN
UPON PROPERTIES OR ASSETS, WHETHER NOW OWNED OR HEREAFTER ACQUIRED, EXCEPT ANY
SUCH RESTRICTION THAT EXISTS UNDER (I) THIS AGREEMENT, (II) THE INDENTURES
GOVERNING THE SENIOR NOTES (OR ANY REFINANCING THEREOF PURSUANT TO
SECTION 7.01(E)), (III) WITH RESPECT TO ANY FINSUB OR SMBI, THE APPLICABLE
RECEIVABLES PROGRAM, (IV) AGREEMENTS GOVERNING ANY INDEBTEDNESS OF FOREIGN
SUBSIDIARIES (OTHER THAN THE CANADIAN SUBSIDIARIES) PERMITTED HEREUNDER, (V) ANY
DOCUMENTS GOVERNING SECURED INDEBTEDNESS PERMITTED HEREUNDER, PROVIDED THAT SUCH
RESTRICTIONS ONLY RELATE TO THE ASSETS SECURING SUCH INDEBTEDNESS, (VI) ANY
DOCUMENTS GOVERNING INDEBTEDNESS
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PERMITTED UNDER SECTION 7.01(B), (E), (O), (P) OR (Q), PROVIDED THAT SUCH
RESTRICTIONS ARE NO MORE RESTRICTIVE TO SSCC OR ANY SUBSIDIARY THAN THE
RESTRICTIONS UNDER THE DOCUMENTS GOVERNING INDEBTEDNESS PERMITTED UNDER
SECTION 7.01(B), (VII) RESTRICTIONS BY REASON OF CUSTOMARY PROVISIONS CONTAINED
IN LEASES, LICENSES, GOVERNMENTAL CONTRACTS AND SIMILAR AGREEMENTS ENTERED INTO
IN THE ORDINARY COURSE OF BUSINESS, PROVIDED THAT SUCH RESTRICTIONS ARE LIMITED
TO THE PROPERTY OR ASSETS SUBJECT TO SUCH LEASES, LICENSES, CONTRACTS OR
AGREEMENTS), AND (VIII) ANY AGREEMENT WITH RESPECT TO A PERMITTED SALE OR
DISPOSITION OF ANY ASSETS, PROVIDED SUCH RESTRICTIONS ARE LIMITED TO THE ASSETS
TO BE SOLD OR DISPOSED OF.
SECTION 7.03.
SALE/LEASEBACK TRANSACTIONS.
ENTER INTO ANY SALE/LEASEBACK
TRANSACTION, OTHER THAN (A) PERMITTED EQUIPMENT FINANCINGS IN AN AGGREGATE
PRINCIPAL AMOUNT NOT TO EXCEED $100,000,000, (B) ANY PERMITTED TIMBER FINANCING
OR (C) ANY SALE/LEASEBACK TRANSACTION TO THE EXTENT THAT (I) THE CAPITAL LEASE
OBLIGATIONS OR ATTRIBUTABLE INDEBTEDNESS, AS THE CASE MAY BE, WOULD BE PERMITTED
BY SECTION 7.01(F)(I) AND (II) ANY LIENS ASSOCIATED THEREWITH WOULD BE PERMITTED
BY SECTION 7.02(A) (PROVIDED THAT, IF SSCC OR ANY OF THE SUBSIDIARIES ENTER INTO
SUCH SALE/LEASEBACK TRANSACTION WITH RESPECT TO ANY PROPERTY OWNED BY SSCC OR
SUCH SUBSIDIARY MORE THAN 12 MONTHS PRIOR TO SUCH TRANSACTION, SUCH
SALE/LEASEBACK TRANSACTION SHALL BE TREATED AS AN ASSET SALE AND SHALL ALSO BE
SUBJECT TO THE RESTRICTIONS OF SECTION 7.16).
SECTION 7.04.
INVESTMENTS, LOANS AND ADVANCES.
HAVE OUTSTANDING OR MAKE ANY
LOAN OR ADVANCE TO, OR HAVE OR MAKE ANY INVESTMENT IN, ANY OTHER PERSON OR
SUFFER TO EXIST ANY SUCH LOAN, ADVANCE OR INVESTMENT, OR ANY OBLIGATION TO MAKE
SUCH LOAN, ADVANCE OR INVESTMENT, EXCEPT AS SET FORTH ON SCHEDULE 7.04 AND
EXCEPT:
(A)
PERMITTED INVESTMENTS;
(B)
LOANS, ADVANCES OR OTHER INVESTMENTS MADE BY (I) SSCC OR ANY SUBSIDIARY TO
OR IN ANY GUARANTOR, ANY WHOLLY OWNED DOMESTIC SUBSIDIARY OR ANY WHOLLY OWNED
CANADIAN SUBSIDIARY (PROVIDED THAT ANY SUCH INVESTMENTS BY A LOAN PARTY TO OR IN
ANY SUCH SUBSIDIARY THAT IS NOT A LOAN PARTY COMPLIES WITH THE REQUIREMENTS OF
SECTION 7.16) AND (II) ANY FOREIGN SUBSIDIARY (OTHER THAN A CANADIAN SUBSIDIARY)
TO OR IN ANY OTHER FOREIGN SUBSIDIARY;
(C)
LOANS, ADVANCES OR OTHER INVESTMENTS MADE TO OR IN ANY SUBSIDIARY (OTHER
THAN A GUARANTOR, A WHOLLY OWNED DOMESTIC SUBSIDIARY OR A WHOLLY OWNED CANADIAN
SUBSIDIARY), AND GUARANTEES OF OBLIGATIONS OF ANY SUCH SUBSIDIARY,