INDEBTEDNESS; PROVIDED THAT SUCH LIENS DO NOT EXTEND TO, OR ENCUMBER, THE EQUITY
INTERESTS OF ANY CO-INVESTMENT SUBSIDIARY;
(Q)
LIENS ON ANY EQUITY INTERESTS OF ANY DESIGNATED REAL ESTATE ASSET
SUBSIDIARY; AND
63
(R)
OTHER LIENS NOT PERMITTED BY THE FOREGOING; PROVIDED THAT NEITHER THE
OBLIGATIONS SECURED THEREBY NOR THE AGGREGATE FAIR MARKET VALUE OF THE ASSETS
SUBJECT THERETO SHALL EXCEED $5,000,000.
SECTION 6.03.
SALE AND LEASE-BACK TRANSACTIONS.
ENTER INTO ANY ARRANGEMENT,
DIRECTLY OR INDIRECTLY, WITH ANY PERSON WHEREBY IT SHALL SELL OR TRANSFER ANY
PROPERTY, REAL OR PERSONAL, USED OR USEFUL IN ITS BUSINESS, WHETHER NOW OWNED OR
HEREAFTER ACQUIRED, AND THEREAFTER RENT OR LEASE SUCH PROPERTY OR OTHER PROPERTY
WHICH IT INTENDS TO USE FOR SUBSTANTIALLY THE SAME PURPOSE OR PURPOSES AS THE
PROPERTY BEING SOLD OR TRANSFERRED UNLESS (A) THE SALE OF SUCH PROPERTY IS
PERMITTED BY SECTION 6.05 AND (B) ANY CAPITAL LEASE OBLIGATIONS OR LIENS ARISING
IN CONNECTION THEREWITH ARE PERMITTED BY SECTIONS 6.01 AND 6.02, RESPECTIVELY.
SECTION 6.04.
INVESTMENTS, LOANS AND ADVANCES.
PURCHASE, HOLD OR ACQUIRE ANY
EQUITY INTERESTS, EVIDENCES OF INDEBTEDNESS OR OTHER SECURITIES OF, MAKE OR
PERMIT TO EXIST ANY LOANS OR ADVANCES TO, OR MAKE OR PERMIT TO EXIST ANY
INVESTMENT OR ANY OTHER INTEREST IN, ANY OTHER PERSON (OTHER THAN INVESTMENTS IN
INSURANCE CONTRACTS PURSUANT TO THE DEFERRED COMPENSATION PLAN), EXCEPT:
(A)
(I) INVESTMENTS BY HOLDINGS, THE BORROWER AND THE SUBSIDIARIES EXISTING ON
THE RESTATEMENT DATE IN THE EQUITY INTERESTS OF THE BORROWER AND THE
SUBSIDIARIES AND (II) ADDITIONAL INVESTMENTS BY HOLDINGS, THE BORROWER AND THE
SUBSIDIARIES IN THE EQUITY INTERESTS OF THE BORROWER AND THE SUBSIDIARIES;
PROVIDED THAT (A) ANY SUCH EQUITY INTERESTS HELD BY A LOAN PARTY SHALL BE
PLEDGED PURSUANT TO THE COLLATERAL AGREEMENT (PROVIDED THAT NO LOAN PARTY SHALL
BE REQUIRED TO PLEDGE MORE THAN 65% OF THE VOTING EQUITY INTERESTS OF ANY
FOREIGN SUBSIDIARY) AND (B) THE AGGREGATE AMOUNT OF INVESTMENTS BY LOAN PARTIES
IN, AND LOANS AND ADVANCES BY LOAN PARTIES TO, SUBSIDIARIES THAT ARE NOT LOAN
PARTIES (OTHER THAN INVESTMENTS IN CO-INVESTMENT SUBSIDIARIES TO IMPLEMENT
CO-INVESTMENTS PURSUANT TO CLAUSE (I) BELOW) SHALL NOT EXCEED AT ANY TIME
OUTSTANDING THE SUM OF (X) THE AGGREGATE AMOUNT OF THE INVESTMENTS, LOANS AND
ADVANCES INDICATED ON SCHEDULE 6.04(A) AND (Y) $15,000,000;
(B)
PERMITTED INVESTMENTS;
(C)
LOANS OR ADVANCES MADE BY THE BORROWER TO ANY SUBSIDIARY AND MADE BY ANY
SUBSIDIARY TO THE BORROWER OR ANY OTHER SUBSIDIARY; PROVIDED THAT (I) ANY SUCH
LOANS AND ADVANCES MADE BY A LOAN PARTY SHALL BE EVIDENCED BY A PROMISSORY NOTE
PLEDGED TO THE COLLATERAL AGENT FOR THE RATABLE BENEFIT OF THE SECURED PARTIES
PURSUANT TO THE COLLATERAL AGREEMENT AND (II) THE AMOUNT OF SUCH LOANS AND
ADVANCES MADE BY LOAN PARTIES TO SUBSIDIARIES THAT ARE NOT LOAN PARTIES SHALL BE
SUBJECT TO THE LIMITATION SET FORTH IN CLAUSE (A) ABOVE;
(D)
INVESTMENTS RECEIVED IN CONNECTION WITH THE BANKRUPTCY OR REORGANIZATION
OF, OR SETTLEMENT OF DELINQUENT ACCOUNTS AND DISPUTES WITH, CUSTOMERS AND
SUPPLIERS, IN EACH CASE IN THE ORDINARY