INDEBTEDNESS.
THE BORROWER WILL NOT INCUR, CREATE,
ASSUME OR PERMIT TO EXIST ANY INDEBTEDNESS OR LIABILITY ON ACCOUNT OF DEPOSITS
OR ADVANCES OR ANY INDEBTEDNESS FOR BORROWED MONEY OR LETTERS OF CREDIT ISSUED
ON THE BORROWER'S BEHALF, OR ANY OTHER INDEBTEDNESS OR LIABILITY EVIDENCED BY
NOTES, BONDS, DEBENTURES OR SIMILAR OBLIGATIONS, EXCEPT:
(A)
INDEBTEDNESS ARISING HEREUNDER;
(B)
INDEBTEDNESS OF THE BORROWER IN EXISTENCE ON THE DATE HEREOF AND
LISTED IN SCHEDULE 6.4 HERETO;
(C)
INDEBTEDNESS RELATING TO PERMITTED LIENS;
(d)
Trade debt owed to vendors incurred in the ordinary course of
business.
SECTION 6.5
GUARANTIES.
THE BORROWER WILL NOT ASSUME, GUARANTEE,
ENDORSE OR OTHERWISE BECOME DIRECTLY OR CONTINGENTLY LIABLE IN CONNECTION WITH
ANY OBLIGATIONS OF ANY OTHER PERSON, EXCEPT:
30
(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 MAKE
OR PERMIT TO EXIST ANY LOANS OR ADVANCES TO, OR MAKE ANY INVESTMENT OR ACQUIRE
ANY INTEREST WHATSOEVER IN, ANY OTHER PERSON OR AFFILIATE, INCLUDING ANY
PARTNERSHIP OR JOINT VENTURE, NOR PURCHASE OR HOLD BENEFICIALLY ANY STOCK OR
OTHER SECURITIES OR EVIDENCE OF INDEBTEDNESS OF ANY OTHER PERSON OR AFFILIATE,
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 & POOR'S RATINGS SERVICES OR "P-1" OR "P-2" BY MOODY'S INVESTORS
SERVICE, TAX ADVANTAGED SECURITIES HAVING A MATURITY OF THREE (3) YEARS OR LESS
ISSUED BY A MUNICIPALITY RATED "A" BY AT LEAST TWO RATING AGENCIES, CORPORATE
DEBT HAVING A MATURITY OF TWO (2) YEARS OR LESS RATED "A" BY AT LEAST TWO RATING
AGENCIES, MONEY MARKET FUNDS, REPURCHASE AGREEMENTS WITH A MATURITY OF SEVEN (7)
DAYS OR LESS 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 NOT EXCEEDING AT ANY ONE TIME AN AGGREGATE OF
$50,000; AND
(C)
PREPAID RENT NOT EXCEEDING TWO MONTHS OR SECURITY DEPOSITS; AND
(D)
CURRENT INVESTMENTS IN THE SUBSIDIARIES IN EXISTENCE ON THE DATE
HEREOF AND LISTED IN SCHEDULE 5.5 HERETO.
Borrower may create additional Subsidiaries provided that Borrower will provide
Lender thirty (30) days notice prior to the creation of any Subsidiary; provided
further that such Subsidiary shall immediately execute and deliver to the Lender
a counterpart of this Agreement and become a Borrower.
SECTION 6.7
DIVIDENDS AND DISTRIBUTIONS.
SO LONG AS NO EVENT OF
DEFAULT EXISTS OR