A PERSON THAT IS NOT A
WHOLLY-OWNED SUBSIDIARY IMMEDIATELY PRIOR TO SUCH MERGER SHALL NOT BE PERMITTED
UNLESS ALSO PERMITTED BY SECTION 7.4.
63
(B)
THE BORROWER WILL NOT, AND WILL NOT PERMIT ANY OF ITS SUBSIDIARIES
TO, ENGAGE TO ANY MATERIAL EXTENT IN ANY BUSINESS OTHER THAN BUSINESSES OF THE
TYPE CONDUCTED BY THE BORROWER AND ITS SUBSIDIARIES ON THE DATE HEREOF AND
BUSINESSES REASONABLY RELATED THERETO.
SECTION 7.4.
INVESTMENTS, LOANS, ETC. THE BORROWER WILL NOT, AND WILL
NOT PERMIT ANY OF ITS SUBSIDIARIES TO, PURCHASE, HOLD OR ACQUIRE (INCLUDING
PURSUANT TO ANY MERGER WITH ANY PERSON THAT WAS NOT A WHOLLY-OWNED SUBSIDIARY
PRIOR TO SUCH MERGER), ANY COMMON STOCK, EVIDENCE OF INDEBTEDNESS OR OTHER
SECURITIES (INCLUDING ANY OPTION, WARRANT, OR OTHER RIGHT TO ACQUIRE ANY OF THE
FOREGOING) OF, MAKE OR PERMIT TO EXIST ANY LOANS OR ADVANCES TO, GUARANTEE ANY
OBLIGATIONS OF, OR MAKE OR PERMIT TO EXIST ANY INVESTMENT OR ANY OTHER INTEREST
IN, ANY OTHER PERSON (ALL OF THE FOREGOING BEING COLLECTIVELY CALLED
"INVESTMENTS"), OR PURCHASE OR OTHERWISE ACQUIRE (IN ONE TRANSACTION OR A SERIES
OF TRANSACTIONS) ANY ASSETS OF ANY OTHER PERSON THAT CONSTITUTE A BUSINESS UNIT,
OR CREATE OR FORM ANY SUBSIDIARY, EXCEPT:
(A)
INVESTMENTS (OTHER THAN PERMITTED INVESTMENTS) EXISTING ON THE
DATE HEREOF AND SET FORTH ON SCHEDULE 7.4 (INCLUDING INVESTMENTS IN
SUBSIDIARIES);
(B)
PERMITTED INVESTMENTS;
(C)
GUARANTEES CONSTITUTING INDEBTEDNESS PERMITTED BY SECTION 7.1;
(D)
INVESTMENTS MADE BY THE BORROWER IN OR TO ANY LOAN PARTY AND BY
ANY SUBSIDIARY TO THE BORROWER OR IN OR TO ANOTHER LOAN PARTY;
(E)
LOANS OR ADVANCES TO EMPLOYEES, OFFICERS OR DIRECTORS OF THE
BORROWER OR ANY SUBSIDIARY IN THE ORDINARY COURSE OF BUSINESS FOR TRAVEL,
RELOCATION AND RELATED EXPENSES; PROVIDED, HOWEVER, THAT THE AGGREGATE AMOUNT OF
ALL SUCH LOANS AND ADVANCES DOES NOT EXCEED $2,500,000 AT ANY TIME;
(F)
REPURCHASES OF SHARES OF CAPITAL STOCK AND OPTIONS TO PURCHASE
SHARES OF CAPITAL STOCK IN AN AGGREGATE AMOUNT NOT TO EXCEED $3,000,000 FROM THE
CLOSING DATE THROUGH THE FISCAL YEAR ENDING ON MARCH 31, 2007, OR $3,000,000 PER
FISCAL YEAR FOR ANY FISCAL YEAR THEREAFTER WITHOUT THE PRIOR CONSENT OF THE
REQUIRED LENDERS;
(G)
LEASE, UTILITY AND SIMILAR DEPOSITS IN THE ORDINARY COURSE OF
BUSINESS;
(H)
PERMITTED ACQUISITIONS; PROVIDED, HOWEVER, THAT THE AGGREGATE
VALUE OF THE SUM OF CURRENT AND DEFERRED CASH AND SECURITIES TO BE PAID AND
ISSUED, PLUS INDEBTEDNESS PAID OR ASSUMED, IN CONNECTION WITH PERMITTED
ACQUISITIONS INVOLVING THE ACQUISITION OF A MINORITY SHARE OF THE CAPITAL STOCK
OR OTHER EQUITY INTERESTS OF A PERSON OR BUSINESS SHALL NOT EXCEED $25,000,000
IN ANY FISCAL YEAR OF THE BORROWER, UNLESS OTHERWISE APPROVED BY THE
ADMINISTRATIVE AGENT AND THE REQUIRED LENDERS;
(I)
DEPOSITS PERMITTED BY SECTIONS 7.1 OR 7.2;
(J)
JOINT VENTURES AND TEAMING ARRANGEMENTS ENTERED INTO BY THE
BORROWER OR ANY SUBSIDIARY IN THE ORDINARY COURSE OF BUSINESS, PROVIDED THAT
NEITHER THE BORROWER OR ANY SUBSIDIARY ASSUMES ANY OBLIGATIONS OF ANY OTHER
PERSON IN CONNECTION THEREWITH;
64
(K)
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