THE EXTENT SUCH LIENS ARE SUBJECT TO THE TERMS OF THE
INTERCREDITOR AGREEMENT.
7.02
Investment.
None of the Borrowers or the
Non-Borrower Subsidiaries (other than the Insurance Subsidiary (if any)) shall,
directly or indirectly, make or permit to exist or to remain outstanding any
other Investment other than (collectively, "Permitted Investments"):
(A)
INVESTMENTS IN OBLIGATIONS OF THE UNITED
STATES OF AMERICA OR CANADA AND AGENCIES THEREOF AND OBLIGATIONS GUARANTEED BY
THE UNITED STATES OF AMERICA OR CANADA THAT ARE DUE AND PAYABLE WITHIN ONE
(1) YEAR FROM THE DATE OF ACQUISITION;
(B)
CERTIFICATES OF DEPOSIT, TIME DEPOSITS,
BANKERS' ACCEPTANCES OR REPURCHASE AGREEMENTS WHICH ARE FULLY INSURED OR ARE
ISSUED BY COMMERCIAL BANKS ORGANIZED UNDER THE LAWS OF THE UNITED STATES OF
AMERICA OR ANY STATE THEREOF OR CANADA AND HAVING TOTAL ASSETS IN EXCESS OF
$1,000,000,000;
(C)
COMMERCIAL PAPER MATURING NOT MORE THAN
NINE (9) MONTHS FROM THE DATE OF ISSUE, PROVIDED THAT, AT THE TIME OF PURCHASE,
SUCH COMMERCIAL PAPER IS NOT RATED LOWER THAN "P-1" BY MOODY'S OR "A-1" BY S&P;
(D)
INVESTMENTS ASSOCIATED WITH INSURANCE
POLICIES REQUIRED OR ALLOWED BY STATE OR PROVINCIAL LAW TO BE POSTED AS
FINANCIAL ASSURANCE FOR LANDFILL CLOSURE AND POST-CLOSURE LIABILITIES;
(E)
INVESTMENTS BY ANY BORROWER IN ANY OTHER
BORROWER;
(F)
INVESTMENTS EXISTING ON THE CLOSING DATE
AND LISTED ON SCHEDULE 7.02 HERETO;
86
(G)
ANY MONEY MARKET ACCOUNT, SHORT-TERM ASSET
MANAGEMENT ACCOUNT OR SIMILAR INVESTMENT ACCOUNT MAINTAINED WITH ONE OF THE
LENDERS;
(H)
LOANS MADE TO EMPLOYEES OF ANY OF THE
BORROWERS IN AN AGGREGATE AMOUNT NOT TO EXCEED $2,000,000 AT ANY TIME
OUTSTANDING;
(I)
INVESTMENTS IN THE FORM OF PERMITTED
ACQUISITIONS PERMITTED PURSUANT TO SECTION 7.04(A) HEREOF AND INDEBTEDNESS
PERMITTED UNDER SECTION 7.03 HEREOF; AND
(J)
INVESTMENTS IN EXCLUDED SUBSIDIARIES AND
FOREIGN SUBSIDIARIES NOT TO EXCEED $47,500,000 (THE "INVESTMENT BASKET") IN THE
AGGREGATE OUTSTANDING AT ANY TIME (LESS THE AGGREGATE AMOUNT OF INDEBTEDNESS OF
EXCLUDED SUBSIDIARIES GUARANTEED BY THE BORROWERS AFTER THE CLOSING DATE IN
ACCORDANCE WITH SECTION 7.03(Q)), PROVIDED THAT (X) FLUCTUATIONS IN THE BOOK
VALUE OF AN INVESTMENT BASED UPON NON-CASH EARNINGS OR LOSSES OF THE APPLICABLE
EXCLUDED SUBSIDIARY WILL NOT IMPACT THE INVESTMENT BASKET (IT BEING UNDERSTOOD
THAT ANY CASH LOSSES WOULD NOT HAVE THE EFFECT OF REDUCING THE AMOUNT OF THE
INVESTMENT OR INCREASING THE BASKET) AND (Y) TO THE EXTENT THAT THE BORROWERS
HAVE RECEIVED DIVIDENDS OR DISTRIBUTIONS IN CASH FROM ANY EXCLUDED SUBSIDIARY OR
FOREIGN SUBSIDIARY IN CONNECTION WITH ANY SUCH INVESTMENT OR HAVE RECEIVED NET
CASH PROCEEDS IN CONNECTION WITH THE DISPOSITION OF ANY SUCH INVESTMENT, THE
AMOUNT OF SUCH CASH OR NET CASH PROCEEDS MAY, WITHOUT DUPLICATION, REPLENISH THE
INVESTMENT BASKET (PROVIDED THAT IN NO EVENT SHALL THE AGGREGATE OUTSTANDING
INVESTMENTS MADE BY THE BORROWERS AND THE NON-BORROWER SUBSIDIARIES IN THE
EXCLUDED SUBSIDIARIES AND FOREIGN SUBSIDIARIES, AT ANY DATE OF DETERMINATION,
EXCEED $47,500,000);
(K)
FROM AND AFTER APRIL 30, 2011, INVESTMENTS
IN THE INSURANCE SUBSIDIARY NOT TO EXCEED $20,000,000 AT ANY TIME OUTSTANDING;
AND
(L)
TEMPORARY INVESTMENTS IN DE MINIMIS
SUBSIDIARIES