THE SUBJECT OF SUCH OBLIGATION OR THE ESCROW ACCOUNT;
(R)
LIENS SECURING FINANCIAL INDEBTEDNESS
PERMITTED BY CLAUSE 22.1(B) OR (C) (LIMITATIONS ON FINANCIAL INDEBTEDNESS);
(S)
LIENS NOT OTHERWISE PERMITTED UNDER THIS
AGREEMENT SECURING OBLIGATIONS NOT AT ANY TIME EXCEEDING IN AGGREGATE FIVE
MILLION DOLLARS (US$5,000,000); AND
(T)
LIENS OTHERWISE APPROVED BY THE COFACE
AGENT IN WRITING.
22.3
LIMITATIONS ON LOANS, INVESTMENTS AND ACQUISITIONS
Not purchase, own, invest in or otherwise acquire, directly or indirectly, any
Capital Stock, interests in any partnership or joint venture (including, without
limitation, the creation or capitalisation of any Subsidiary), evidence of
Financial Indebtedness or other obligation or security, substantially all or a
portion of the business or assets of any other person or any other investment or
interest whatsoever in any other person, or make or permit to exist, directly or
indirectly, any loans, advances or extensions of credit to, or any investment in
cash or by delivery of property in, any person except:
(A)
INVESTMENTS:
(I)
EXISTING ON THE DATE OF THIS AGREEMENT
IN SUBSIDIARIES EXISTING ON THE DATE OF THIS AGREEMENT;
(II)
AFTER THE DATE OF THIS AGREEMENT IN:
(A)
EXISTING SUBSIDIARIES; AND/OR
(B)
SUBSIDIARIES FORMED AFTER THE DATE OF THIS
AGREEMENT, PROVIDED THAT, IN EACH CASE:
(x)
the Borrower and its Subsidiaries comply
with the applicable provisions of Clause 21.5 (Additional Domestic
Subsidiaries); and
(y)
the amount of any such investments in a
Foreign Subsidiary shall not exceed the Foreign Investment Limitation as of the
date of such investment;
(III)
THE OTHER LOANS, ADVANCES AND INVESTMENTS
DESCRIBED ON SCHEDULE 21 (EXISTING LOANS, INVESTMENTS AND ADVANCES) EXISTING ON
THE DATE OF THIS AGREEMENT;
(IV)
BY ANY SUBSIDIARY IN THE BORROWER;
121
(B)
INVESTMENTS IN:
(I)
MARKETABLE DIRECT OBLIGATIONS ISSUED OR
UNCONDITIONALLY GUARANTEED BY THE UNITED STATES OR ANY AGENCY THEREOF MATURING
WITHIN ONE HUNDRED AND TWENTY (120) DAYS FROM THE DATE OF ACQUISITION THEREOF;
(II)
COMMERCIAL PAPER MATURING NO MORE THAN ONE
HUNDRED AND TWENTY (120) DAYS FROM THE DATE OF CREATION THEREOF AND CURRENTLY
HAVING THE HIGHEST RATING OBTAINABLE FROM EITHER S&P OR MOODY'S;
(III)
CERTIFICATES OF DEPOSIT MATURING NO MORE
THAN ONE HUNDRED AND TWENTY (120) DAYS FROM THE DATE OF CREATION THEREOF ISSUED
BY COMMERCIAL BANKS INCORPORATED UNDER THE LAWS OF THE UNITED STATES, EACH
HAVING COMBINED CAPITAL, SURPLUS AND UNDIVIDED PROFITS OF NOT LESS THAN FIVE
HUNDRED MILLION DOLLARS (US$500,000,000) AND HAVING A RATING OF "A" OR BETTER
FROM EITHER S&P OR MOODY'S; PROVIDED THAT THE AGGREGATE AMOUNT INVESTED IN SUCH
CERTIFICATES OF DEPOSIT SHALL NOT AT ANY TIME EXCEED FIVE MILLION DOLLARS
(US$5,000,000) FOR ANY ONE SUCH CERTIFICATE OF DEPOSIT AND TEN MILLION DOLLARS
(US$10,000,000) FOR ANY ONE SUCH BANK;
(IV)
TIME DEPOSITS MATURING NO MORE THAN THIRTY
(30) DAYS FROM THE DATE OF CREATION THEREOF WITH COMMERCIAL BANKS OR SAVINGS
BANKS OR SAVINGS AND LOAN ASSOCIATIONS EACH HAVING MEMBERSHIP EITHER IN THE FDIC
OR THE DEPOSITS OF WHICH ARE INSURED BY THE FDIC AND IN AMOUNTS NOT EXCEEDING
THE MAXIMUM AMOUNTS OF INSURANCE THEREUNDER; AND
(V)