BECOMES A BLOCKED PERSON OR (I) IS CONVICTED ON, (II) PLEADS NOLO CONTENDERE
TO, (III) IS INDICTED ON OR (IV) IS ARRAIGNED AND HELD OVER ON CHARGES INVOLVING
MONEY LAUNDERING OR PREDICATE CRIMES TO MONEY LAUNDERING.
NO SPECIFIED COMPANY
WILL, OR WILL PERMIT ANY SUBSIDIARY TO, DIRECTLY OR INDIRECTLY, (I) CONDUCT ANY
BUSINESS OR ENGAGE IN ANY TRANSACTION OR DEALING WITH ANY BLOCKED PERSON,
INCLUDING, WITHOUT LIMITATION, THE MAKING OR RECEIVING OF ANY CONTRIBUTION OF
FUNDS, GOODS OR SERVICES TO OR FOR THE BENEFIT OF ANY BLOCKED PERSON, (II) DEAL
IN, OR OTHERWISE ENGAGE IN ANY TRANSACTION RELATING TO, ANY PROPERTY OR
INTERESTS IN PROPERTY BLOCKED PURSUANT TO EXECUTIVE ORDER NO. 13224, ANY SIMILAR
EXECUTIVE ORDER OR OTHER ANTI-TERRORISM LAW OR (III) ENGAGE IN OR CONSPIRE TO
ENGAGE IN ANY TRANSACTION THAT EVADES, OR HAS THE PURPOSE OF EVADING, OR
ATTEMPTS TO VIOLATE, ANY OF THE PROHIBITIONS SET FORTH IN EXECUTIVE ORDER
NO. 13224 OR OTHER ANTI-TERRORISM LAW.
50
(B)
EACH PURCHASER HEREBY NOTIFIES SPECIFIED
COMPANIES THAT PURSUANT TO THE REQUIREMENTS OF THE USA PATRIOT ACT, AND EACH
PURCHASER'S POLICIES AND PROCEDURES, EACH PURCHASER IS REQUIRED TO OBTAIN,
VERIFY AND RECORD CERTAIN INFORMATION AND DOCUMENTATION THAT IDENTIFIES
SPECIFIED COMPANIES, WHICH INFORMATION INCLUDES THE NAME AND ADDRESS OF EACH
SPECIFIED COMPANY AND SUCH OTHER INFORMATION THAT WILL ALLOW EACH PURCHASER TO
IDENTIFY EACH SPECIFIED COMPANY IN ACCORDANCE WITH THE USA PATRIOT ACT.
8.19
CHANGES TO SENIOR FINANCING DOCUMENTS.
NO
SPECIFIED COMPANY WILL, OR WILL PERMIT ANY SUBSIDIARY TO, DIRECTLY OR
INDIRECTLY, AMEND OR MODIFY THE TERMS OF ANY SENIOR DEBT EXCEPT TO THE EXTENT
NOT PROHIBITED BY THE TERMS OF THE SUBORDINATION AGREEMENT.
8.20
LIMITATION ON LAYERING.
NO SPECIFIED COMPANY
WILL, OR WILL PERMIT ANY OF ITS SUBSIDIARIES TO, INCUR ANY DEBT (OTHER THAN THE
NOTE PARTY OBLIGATIONS AND THE SENIOR DEBT, REGARDLESS OF THE TRANCHE
CHARACTERIZATION AND PROVIDER OF SUCH SENIOR DEBT) THAT IS SUBORDINATE OR JUNIOR
IN RIGHT OF PAYMENT TO ANY DEBT OR ANY OTHER OBLIGATIONS OF SUCH SPECIFIED
COMPANY OR SUBSIDIARY, UNLESS SUCH DEBT IS SUBORDINATE OR JUNIOR TO THE NOTE
PARTY OBLIGATIONS IN THE SAME MANNER AND TO THE SAME EXTENT; PROVIDED DEBT THAT
IS PARI PASSU WITH THE NOTE PARTY OBLIGATIONS SHALL BE PERMITTED TO THE EXTENT
INCURRED PURSUANT TO (AND SUBJECT TO THE LIMITATIONS OF) SECTION 8.1(H).
ARTICLE IX
FINANCIAL COVENANTS
Each of the Note Parties covenants and agrees, for so long as any of the Notes
is outstanding, to observe and abide by each of the covenants and agreements
contained in this Article IX.
9.1
CAPITAL EXPENDITURES.
SPECIFIED COMPANIES
WILL NOT PERMIT THE AGGREGATE AMOUNT OF CAPITAL EXPENDITURES FOR ANY PERIOD SET
FORTH BELOW TO EXCEED THE AMOUNT SET FORTH BELOW FOR SUCH PERIOD:
Period
Amount
Closing Date through 12/31/05
$
1,519,000
2006
$
3,375,000
2007
$
3,375,000
2008
$
3,375,000
2009
$
3,375,000
2010
$
3,375,000
2011 and thereafter
$
3,375,000
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If Specified Companies do not utilize the entire amount of Capital Expenditures
permitted in any period set forth