NOT CONSTITUTING AN EVENT OF DEFAULT UNDER SECTION 8.01(H) OR SECURING
APPEAL OR OTHER SURETY BONDS RELATED TO SUCH JUDGMENTS;
(I)
LIENS SECURING CAPITAL LEASES PERMITTED
UNDER SECTION 7.03(E); PROVIDED THAT (I) SUCH LIENS DO NOT AT ANY TIME ENCUMBER
ANY PROPERTY OTHER THAN THE PROPERTY FINANCED BY SUCH INDEBTEDNESS AND (II) THE
INDEBTEDNESS SECURED THEREBY DOES NOT EXCEED THE COST OR FAIR MARKET VALUE,
WHICHEVER IS LOWER, OF THE PROPERTY BEING ACQUIRED ON THE DATE OF ACQUISITION;
(J)
LIENS ON CAPITAL STOCK OF THE GUARANTORS
SECURING THE DEBT SECURITIES; AND
(K)
LIENS ON MARGIN ACCOUNTS ESTABLISHED IN
CONNECTION WITH SWAP CONTRACTS PERMITTED UNDER SECTION 7.11.
7.02
Investments.
Make any Investments, except:
(A)
INVESTMENTS HELD BY THE BORROWER OR SUCH
SUBSIDIARY IN THE FORM OF CASH EQUIVALENTS;
(B)
INVESTMENTS IN SUBSIDIARIES ALREADY WHOLLY
OWNED BY BORROWER AND/OR ITS SUBSIDIARIES AND THE JOINT VENTURES DESCRIBED ON
SCHEDULE 7.02;
(C)
INVESTMENTS MATURING WITHIN ONE YEAR FROM
THE DATE OF ACQUISITION IN DIRECT OBLIGATIONS OF OR OBLIGATIONS SUPPORTED BY,
THE FULL FAITH AND CREDIT OF, THE UNITED STATES OF AMERICA;
(D)
PURCHASES OF OPEN MARKET COMMERCIAL PAPER,
MATURING WITHIN 270 DAYS AFTER ACQUISITION THEREOF, WITH THE HIGHEST OR SECOND
HIGHEST CREDIT RATING GIVEN BY EITHER S & P OR MOODY'S AND INVESTMENTS IN MONEY
MARKET MUTUAL FUNDS WITH EQUIVALENT RATINGS;
54
(E)
ACQUISITIONS OF OR INVESTMENTS IN GAS
PROCESSING, TREATING, FRACTIONATION, TRANSMISSION, GATHERING AND STORAGE
FACILITIES, AND DOMESTIC OIL AND GAS PROPERTIES (WHETHER IN THE UNITED STATES OR
CANADA);
(F)
LOANS TO FINANCE THE PURCHASE BY
BORROWER'S EMPLOYEES OF CERTAIN REAL PROPERTY, PROVIDED THAT THE AGGREGATE
OUTSTANDING AMOUNT OF SUCH LOANS SHALL NOT EXCEED $500,000;
(G)
INVESTMENTS OF THE BORROWER IN ANY GUARANTOR
AND INVESTMENTS OF ANY GUARANTOR IN THE BORROWER OR IN ANOTHER GUARANTOR;
(H)
INVESTMENTS CONSISTING OF EXTENSIONS OF
CREDIT IN THE NATURE OF ACCOUNTS RECEIVABLE OR NOTES RECEIVABLE ARISING FROM THE
GRANT OF TRADE CREDIT IN THE ORDINARY COURSE OF BUSINESS, AND INVESTMENTS
RECEIVED IN SATISFACTION OR PARTIAL SATISFACTION THEREOF FROM FINANCIALLY
TROUBLED ACCOUNT DEBTORS TO THE EXTENT REASONABLY NECESSARY IN ORDER TO PREVENT
OR LIMIT LOSS;
(I)
GUARANTEES PERMITTED BY SECTION 7.03;
(J)
INVESTMENTS OF THE BORROWER OR ANY
SUBSIDIARY MADE PURSUANT TO ANY SWAP CONTRACT PERMITTED UNDER SECTION 7.11; AND
(K)
OTHER INVESTMENTS NOT EXCEEDING $5,000,000
IN THE AGGREGATE IN ANY FISCAL YEAR OF THE BORROWER.
7.03
Indebtedness.
Create, incur, assume or suffer to
exist any Indebtedness, except (without duplication):
(A)
INDEBTEDNESS UNDER THE LOAN DOCUMENTS;
(B)
INDEBTEDNESS OUTSTANDING ON THE DATE HEREOF
AND LISTED ON SCHEDULE 7.03 AND ANY REFINANCINGS, REFUNDINGS, RENEWALS OR
EXTENSIONS THEREOF; PROVIDED THAT THE AMOUNT OF SUCH INDEBTEDNESS IS NOT
INCREASED AT THE TIME OF SUCH REFINANCING, REFUNDING, RENEWAL OR EXTENSION
EXCEPT BY AN AMOUNT EQUAL TO A REASONABLE PREMIUM OR OTHER REASONABLE AMOUNT
PAID, AND FEES AND EXPENSES REASONABLY INCURRED, IN CONNECTION WITH SUCH
REFINANCING AND BY AN AMOUNT EQUAL TO ANY EXISTING COMMITMENTS UNUTILIZED
THEREUNDER;
(C)
GUARANTEES OF THE BORROWER OR ANY GUARANTOR
IN RESPECT OF INDEBTEDNESS OTHERWISE PERMITTED HEREUNDER