FAVOR OF A BANKING
INSTITUTION ARISING AS A MATTER OF LAW ENCUMBERING DEPOSITS (INCLUDING THE RIGHT
OF SET-OFF) AND WHICH ARE WITHIN THE GENERAL PARAMETERS CUSTOMARY IN THE BANKING
INDUSTRY, (IV) RELATING TO A POOLED DEPOSIT OR SWEEP ACCOUNTS OF THE BORROWER OR
ANY OF ITS SUBSIDIARIES TO PERMIT SATISFACTION OF OVERDRAFT OR SIMILAR
OBLIGATIONS INCURRED IN THE ORDINARY COURSE OF BUSINESS OF SUCH PERSON OR (V)
RELATING TO PURCHASE ORDERS AND OTHER SIMILAR AGREEMENTS ENTERED INTO IN THE
ORDINARY COURSE OF BUSINESS; PROVIDED THAT SUCH LIENS ARE NON-CONSENSUAL AND
ARISE BY OPERATION OF LAW;
(M)
LEASES OR SUBLEASES GRANTED TO ANY OTHER PERSON IN THE ORDINARY COURSE OF
BUSINESS;
(N)
LIENS ARISING FROM PRECAUTIONARY UCC FINANCING STATEMENT FILINGS (OR
SIMILAR FILINGS UNDER APPLICABLE LAW) REGARDING LEASES ENTERED INTO BY THE
BORROWER OR ANY OF ITS SUBSIDIARIES IN THE ORDINARY COURSE OF BUSINESS; AND
(O)
OTHER LIENS SECURING INDEBTEDNESS OR OTHER OBLIGATIONS OUTSTANDING IN AN
AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $500,000.
SECTION 6.03.
SALE AND LEASE-BACK TRANSACTIONS.
ENTER INTO ANY
ARRANGEMENT, DIRECTLY OR INDIRECTLY, WITH ANY PERSON WHEREBY IT SHALL SELL OR
TRANSFER ANY PROPERTY, REAL OR PERSONAL, USED OR USEFUL IN ITS BUSINESS, WHETHER
NOW OWNED OR HEREAFTER ACQUIRED, AND THEREAFTER RENT OR LEASE SUCH PROPERTY OR
OTHER PROPERTY WHICH IT INTENDS TO USE FOR SUBSTANTIALLY THE SAME PURPOSE OR
PURPOSES AS THE PROPERTY BEING SOLD OR TRANSFERRED UNLESS (A) THE SALE OR
TRANSFER OF SUCH PROPERTY IS PERMITTED BY SECTION 6.05 AND (B) ANY CAPITAL LEASE
OBLIGATIONS, GUARANTEES OR LIENS ARISING IN CONNECTION THEREWITH ARE PERMITTED
BY SECTIONS 6.01 AND 6.02, AS APPLICABLE.
49
SECTION 6.04.
INVESTMENTS, LOANS AND ADVANCES.
PURCHASE, HOLD OR
ACQUIRE ANY EQUITY INTERESTS OR EVIDENCES OF INDEBTEDNESS OF, MAKE OR PERMIT TO
EXIST ANY LOANS OR ADVANCES TO, OR MAKE OR PERMIT TO EXIST ANY INVESTMENT IN ANY
OTHER PERSON, OR PURCHASE OR OTHERWISE ACQUIRE ALL OR SUBSTANTIALLY ALL THE
ASSETS OR BUSINESS OF ANY OTHER PERSON OR ASSETS CONSTITUTING A BUSINESS UNIT,
LINE OF BUSINESS OR DIVISION OF ANOTHER PERSON (COLLECTIVELY, AN "INVESTMENT"),
EXCEPT:
(A) (I)
INVESTMENTS BY BORROWER AND ANY SUBSIDIARY IN ANY DOMESTIC SUBSIDIARY
OF THE BORROWER SHALL NOT EXCEED $2,000,000 AT ANY TIME OUTSTANDING AND (II)
INVESTMENTS BY BORROWER AND ANY SUBSIDIARY IN FOREIGN SUBSIDIARIES OF THE
BORROWER NOT TO EXCEED $500,000;
(B)
INVESTMENT IN ASSETS THAT WERE PERMITTED INVESTMENTS AT THE TIME MADE;
(C)
INVESTMENTS RECEIVED IN CONNECTION WITH THE BANKRUPTCY OR REORGANIZATION
OF, OR SETTLEMENT OF DELINQUENT ACCOUNTS OR OTHER DISPUTES WITH, ANY PERSON, IN
EACH CASE IN THE ORDINARY COURSE OF BUSINESS AND UPON FORECLOSURE WITH RESPECT
TO ANY SECURED INVESTMENT OR OTHER TRANSFER OF TITLE WITH RESPECT TO ANY SECURED
INVESTMENT;
(D)
THE BORROWER AND THE SUBSIDIARIES MAY ENTER INTO HEDGING AGREEMENTS THAT
ARE NOT SPECULATIVE IN NATURE AND ARE ENTERED INTO TO HEDGE OR MITIGATE RISKS TO
WHICH THE BORROWER OR A SUBSIDIARY IS EXPOSED IN THE CONDUCT OF ITS BUSINESS;
(E)
PERMITTED ACQUISITIONS;
(F)
INVESTMENTS EXISTING OR CONTEMPLATED ON THE DATE HEREOF