OR FOR THE PURPOSE OF DISPOSING
OF OBSOLETE OR WORTHLESS ASSETS);
(V)
ENTER INTO ANY CONTRACT THAT IF ENTERED INTO PRIOR TO THE DATE
HEREOF WOULD BE A MATERIAL CONTRACT OR AMEND OR MODIFY ANY MATERIAL CONTRACT IN
A MANNER ADVERSE TO THE BUSINESS OR THE PURCHASER, OR EXTEND THE TERM OF ANY
MATERIAL CONTRACT;
(VI)
(X) ACCELERATE OR DELAY COLLECTION OF ANY NOTES OR ACCOUNTS
RECEIVABLE GENERATED BY THE BUSINESS IN ADVANCE OF OR BEYOND THEIR REGULAR DUE
DATES OR THE DATES THEY WOULD HAVE BEEN COLLECTED IN THE ORDINARY COURSE OF
BUSINESS, (Y) DELAY OR ACCELERATE PAYMENT OF ANY ACCOUNT PAYABLE OR OTHER
LIABILITY OF THE BUSINESS BEYOND OR IN ADVANCE OF ITS DUE DATE OR THE DATE WHEN
SUCH LIABILITY WOULD HAVE BEEN PAID IN THE ORDINARY COURSE OF BUSINESS OR
(Z) OTHERWISE ALTER THEIR PRACTICES RELATING TO CURRENT ASSETS OR CURRENT
LIABILITIES OR OTHER ITEMS THAT COULD AFFECT EXCESS CASH;
(VII)
INCUR, ASSUME OR GUARANTEE ANY INDEBTEDNESS OR AMEND, MODIFY OR
CHANGE THE TERMS OF ANY INDEBTEDNESS;
(VIII)
CANCEL OR COMPROMISE ANY MATERIAL DEBT OR CLAIM OR WAIVE OR
RELEASE ANY MATERIAL RIGHT OF ANY SELLER THAT CONSTITUTES A PURCHASED ASSET
EXCEPT IN THE ORDINARY COURSE OF BUSINESS;
(IX)
MAKE ANY CAPITAL EXPENDITURES THAT IN THE AGGREGATE WITH ALL
OTHER CAPITAL EXPENSES INCURRED FROM AND AFTER APRIL 1, 2010, ARE IN EXCESS OF
$26 MILLION;
(X)
ENTER INTO, MODIFY OR TERMINATE ANY LABOR OR COLLECTIVE
BARGAINING AGREEMENT OR, THROUGH NEGOTIATION OR OTHERWISE, MAKE ANY COMMITMENT
OR INCUR ANY LIABILITY TO ANY LABOR ORGANIZATION; OR
(XI)
AGREE TO DO ANYTHING PROHIBITED BY THIS SECTION 9.2.
(C)
WITHOUT THE PRIOR WRITTEN CONSENT OF THE PURCHASER (WHICH CONSENT
SHALL NOT BE UNREASONABLY WITHHELD, CONDITIONED OR DELAYED), NONE OF THE SELLERS
SHALL (OR AUTHORIZE OR PERMIT ANY AFFILIATE OR OPCO JOINT VENTURE, OR ANY OTHER
PERSON WITH RESPECT TO WHICH ANY SELLER HAS THE RIGHT OR ABILITY, DIRECTLY OR
INDIRECTLY, BY CONTRACT OR OTHERWISE, TO CONTROL OR PREVENT SUCH ACTION, TO)
ENTER INTO ANY CONTRACT THAT CONTAINS, OR AMEND, CHANGE, SUPPLEMENT OR OTHERWISE
MODIFY (INCLUDING THROUGH ANY CONDITIONAL WAIVER) ANY EXISTING CONTRACT TO
INCLUDE, ANY
46
PROVISION OR TERM (I) PROHIBITING, OR REQUIRING THE CONSENT OF ANY PERSON IN
CONNECTION WITH, THE ASSIGNMENT TO ANY PURCHASING ENTITY OF ANY CONTRACT TO
WHICH ANY SELLER IS A PARTY OR THE SALE OR TRANSFER OF ANY ASSETS AND PROPERTIES
OF ANY SELLER TO ANY PURCHASING ENTITY OR (II) PROVIDING FOR ANY ONE OR MORE OF
THE FOLLOWING RELATING TO ANY PERSON'S OWNERSHIP OR MANAGEMENT OR ANY CHANGE
THEREIN: (A) ANY ACCELERATION OF ANY RIGHT OR BENEFIT OF ANY PARTY TO ANY
CONTRACT OR OF ANY OF ITS AFFILIATES (OTHER THAN OF ANY SELLER), (B) ANY LOSS OF
ANY BENEFIT OR RIGHT OF ANY PARTY TO ANY CONTRACT OR OF ANY OF THEIR RESPECTIVE
AFFILIATES, (C) ANY RIGHT OF TERMINATION, CANCELLATION OR MODIFICATION FOR ANY
PARTY TO ANY CONTRACT OR FOR ANY OF ITS AFFILIATES (OTHER THAN FOR ANY SELLER)
OR (D)