PERMITTED BY CLAUSES (A) THROUGH (I) ABOVE IN AN
AMOUNT NOT TO EXCEED $1,000,000 IN THE AGGREGATE.
SECTION 6.05.
SWAP AGREEMENTS.
THE BORROWER WILL NOT, AND WILL NOT PERMIT ANY
OF ITS SUBSIDIARIES TO, ENTER INTO ANY SWAP AGREEMENT, EXCEPT (A) SWAP
AGREEMENTS ENTERED INTO TO HEDGE OR MITIGATE RISKS TO WHICH THE BORROWER OR ANY
SUBSIDIARY HAS ACTUAL EXPOSURE (OTHER THAN THOSE IN RESPECT OF EQUITY INTERESTS
OF THE BORROWER OR ANY OF ITS SUBSIDIARIES), AND (B) SWAP AGREEMENTS ENTERED
INTO IN ORDER TO EFFECTIVELY CAP, COLLAR OR EXCHANGE INTEREST RATES (FROM FIXED
TO FLOATING RATES, FROM ONE FLOATING RATE TO ANOTHER FLOATING RATE OR OTHERWISE)
WITH RESPECT TO ANY INTEREST-BEARING LIABILITY OR INVESTMENT OF THE BORROWER OR
ANY SUBSIDIARY.
SECTION 6.06.
RESTRICTED PAYMENTS.
THE BORROWER WILL NOT, AND WILL NOT PERMIT
ANY OF ITS SUBSIDIARIES TO, DECLARE, PAY OR MAKE, OR AGREE TO DECLARE, PAY OR
MAKE, DIRECTLY OR INDIRECTLY, ANY RESTRICTED PAYMENT, EXCEPT (A) THE BORROWER
MAY DECLARE AND PAY DIVIDENDS WITH RESPECT TO ITS EQUITY INTERESTS PAYABLE
SOLELY IN ADDITIONAL SHARES OF ITS COMMON STOCK, (B) SUBSIDIARIES MAY DECLARE
AND PAY DIVIDENDS RATABLY WITH RESPECT TO THEIR EQUITY INTERESTS, AND (C) THE
BORROWER MAY MAKE RESTRICTED PAYMENTS PURSUANT TO AND IN ACCORDANCE WITH STOCK
PLANS OR OTHER BENEFIT PLANS FOR MANAGEMENT OR EMPLOYEES OF THE BORROWER AND ITS
SUBSIDIARIES, SO LONG AS NO EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING
EITHER BEFORE OR AFTER GIVING EFFECT TO ANY SUCH PAYMENT AND THE AGGREGATE OF
SUCH PAYMENTS DOES NOT EXCEED $2,000,000 IN ANY FISCAL YEAR.
SECTION 6.07.
TRANSACTIONS WITH AFFILIATES.
THE BORROWER WILL NOT, AND WILL
NOT PERMIT ANY OF ITS SUBSIDIARIES TO, SELL, LEASE OR OTHERWISE TRANSFER ANY
PROPERTY OR ASSETS TO, OR
57
PURCHASE, LEASE OR OTHERWISE ACQUIRE ANY PROPERTY OR ASSETS FROM, OR OTHERWISE
ENGAGE IN ANY OTHER TRANSACTIONS WITH, ANY OF ITS AFFILIATES, EXCEPT (A) IN THE
ORDINARY COURSE OF BUSINESS AT PRICES AND ON TERMS AND CONDITIONS NOT LESS
FAVORABLE TO THE BORROWER OR SUCH SUBSIDIARY THAN COULD BE OBTAINED ON AN
ARM'S-LENGTH BASIS FROM UNRELATED THIRD PARTIES, (B) TRANSACTIONS BETWEEN OR
AMONG THE BORROWER AND ITS WHOLLY-OWNED SUBSIDIARIES NOT INVOLVING ANY OTHER
AFFILIATE, (C) TRANSACTIONS PERMITTED UNDER SECTIONS 6.01(C), 6.02(E) AND
6.04(F) AND (G) AND (D) THE MAKING OF ANY RESTRICTED PAYMENT PERMITTED BY
SECTION 6.06.
SECTION 6.08.
RESTRICTIVE AGREEMENTS.
THE BORROWER WILL NOT, AND WILL NOT
PERMIT ANY OF ITS SUBSIDIARIES TO, DIRECTLY OR INDIRECTLY, ENTER INTO, INCUR OR
PERMIT TO EXIST ANY AGREEMENT OR OTHER ARRANGEMENT THAT PROHIBITS, RESTRICTS OR
IMPOSES ANY CONDITION UPON (A) THE ABILITY OF THE BORROWER OR ANY SUBSIDIARY TO
CREATE, INCUR OR PERMIT TO EXIST ANY LIEN UPON ANY OF ITS PROPERTY OR ASSETS, OR
(B) THE ABILITY OF ANY SUBSIDIARY TO PAY DIVIDENDS OR OTHER DISTRIBUTIONS WITH
RESPECT TO ANY SHARES OF ITS CAPITAL STOCK OR TO MAKE OR REPAY LOANS OR ADVANCES
TO THE BORROWER OR ANY OTHER SUBSIDIARY OR TO GUARANTEE INDEBTEDNESS OF THE
BORROWER OR ANY OTHER SUBSIDIARY;