INDEBTEDNESS OF THE BORROWER IN EXISTENCE ON
THE DATE HEREOF AND LISTED IN SCHEDULE 6.4 HERETO; AND
(C)
AFTER THE DATE HEREOF, ADDITIONAL
INDEBTEDNESS OF THE BORROWER, INCLUSIVE OF INDEBTEDNESS RELATING TO PERMITTED
LIENS, NOT TO EXCEED $300,000.
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Section 6.5
Guaranties. The Borrower will not, and shall cause each
of its Subsidiaries not to, assume, guarantee, endorse or otherwise become
directly or contingently liable in connection with any obligations of any other
Person, except:
(A)
THE ENDORSEMENT OF NEGOTIABLE INSTRUMENTS BY THE BORROWER FOR
DEPOSIT OR COLLECTION OR SIMILAR TRANSACTIONS IN THE ORDINARY COURSE OF
BUSINESS; AND
(B)
GUARANTIES, ENDORSEMENTS AND OTHER DIRECT OR CONTINGENT
LIABILITIES IN CONNECTION WITH THE OBLIGATIONS OF OTHER PERSONS, IN EXISTENCE ON
THE DATE HEREOF AND LISTED IN SCHEDULE 6.4 HERETO.
Section 6.6
Investments and Subsidiaries. The Borrower will not, and
shall cause each of its Subsidiaries not to, purchase or hold beneficially any
stock or other securities or evidences of indebtedness of, make or permit to
exist any loans or advances to, or make any investment or acquire any interest
whatsoever in, any other Person, including any partnership or joint venture,
except:
(A)
INVESTMENTS IN DIRECT OBLIGATIONS OF THE UNITED STATES OF AMERICA
OR ANY AGENCY OR INSTRUMENTALITY THEREOF WHOSE OBLIGATIONS CONSTITUTE FULL FAITH
AND CREDIT OBLIGATIONS OF THE UNITED STATES OF AMERICA HAVING A MATURITY OF ONE
YEAR OR LESS, COMMERCIAL PAPER ISSUED BY U.S. CORPORATIONS RATED "A-1" OR "A-2"
BY STANDARD & POORS CORPORATION OR "P-1" OR "P-2" BY MOODY'S INVESTORS SERVICE
OR CERTIFICATES OF DEPOSIT OR BANKERS' ACCEPTANCES HAVING A MATURITY OF ONE YEAR
OR LESS ISSUED BY MEMBERS OF THE FEDERAL RESERVE SYSTEM HAVING DEPOSITS IN
EXCESS OF $100,000,000 (WHICH CERTIFICATES OF DEPOSIT OR BANKERS' ACCEPTANCES
ARE FULLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION);
(B)
TRAVEL ADVANCES OR LOANS TO THE BORROWER'S OR ANY SUBSIDIARY'S
OFFICERS AND EMPLOYEES NOT EXCEEDING AT ANY ONE TIME AN AGGREGATE OF $50,000;
(C)
ADVANCES IN THE FORM OF PROGRESS PAYMENTS, PREPAID RENT NOT
EXCEEDING TWO (2) MONTHS OR SECURITY DEPOSITS; AND
(D)
CURRENT INVESTMENTS IN THE SUBSIDIARIES IN EXISTENCE ON THE DATE
HEREOF AND LISTED IN SCHEDULE 5.5 HERETO AND LOAN ADVANCES OR CAPITAL
CONTRIBUTIONS TO NORTECH MEDICAL SERVICES IN AN AMOUNT NOT TO EXCEED $20,000 PER
MONTH TO FUND SUCH SUBSIDIARIES' ACTUAL OPERATING EXPENSES.
Section 6.7
Dividends and Distributions.
Except as set forth in this
Section 6.7, the Borrower will not declare or pay any dividends (other than
dividends payable solely in stock of the Borrower) on any class of its stock, or
make any payment on account of the purchase, redemption or other retirement of
any shares of such stock or other securities or evidence of its indebtedness or
make any distribution in respect thereof, either directly or indirectly.
Section 6.8
Salaries. The Borrower will not pay excessive or
unreasonable salaries, bonuses, commissions, consultant fees or other
compensation; or increase the salary, bonus,
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commissions, consultant fees or other compensation of any Director, Officer or
consultant, or any