SUBSIDIARY THEREOF, ISSUE ANY EQUITY INTEREST (INCLUDING BY WAY OF SALES OF
TREASURY STOCK) OR ANY OPTIONS OR WARRANTS TO PURCHASE, OR SECURITIES
CONVERTIBLE INTO, ANY EQUITY INTEREST, EXCEPT (I) FOR STOCK SPLITS, STOCK
DIVIDENDS AND ADDITIONAL ISSUANCES OF EQUITY INTERESTS WHICH DO NOT DECREASE THE
PERCENTAGE OWNERSHIP OF A BORROWER OR ANY SUCH SUBSIDIARIES IN ANY CLASS OF THE
EQUITY INTEREST OF SUCH SUBSIDIARY; (II) SUBSIDIARIES OF A BORROWER FORMED AFTER
THE CLOSING DATE MAY ISSUE EQUITY INTERESTS TO A BORROWER OR THE SUBSIDIARY OF A
BORROWER WHICH IS TO OWN SUCH EQUITY INTERESTS; (III) A BORROWER MAY ISSUE
COMMON STOCK THAT IS QUALIFIED CAPITAL STOCK TO HOLDINGS AND (IV) ANY BORROWER
OR ANY SUBSIDIARY THEREOF MAY ISSUE TO ANY PERSON OTHER THAN A COMPANY, OR ANY
AFFILIATE THEREOF, OPTIONS OR WARRANTS TO PURCHASE EQUITY INTERESTS AS
COMPENSATION FOR SERVICES RENDERED OR TO BE RENDERED TO SUCH BORROWER OR
SUBSIDIARY.
SECTION 6.14
[Reserved.].
SECTION 6.15
Business.
WITH RESPECT TO THE BORROWERS, ENGAGE (DIRECTLY OR INDIRECTLY) IN ANY BUSINESS
OTHER THAN THOSE BUSINESSES IN WHICH BORROWERS ARE ENGAGED ON THE CLOSING DATE;
PROVIDED THAT (A) THE FOREGOING SHALL NOT PROHIBIT (I) A SUBSIDIARY OF A
BORROWER FROM ORIGINATING RESIDENTIAL MORTGAGE LOANS OR ENGAGING IN THE
RE-WAREHOUSING BUSINESS OR (II) INVESTMENTS IN JOINT VENTURES THAT ARE OTHERWISE
PERMITTED HEREUNDER AND (B) NOTWITHSTANDING ANY OTHER PROVISION HEREOF, THIS
SECTION 6.15 SHALL CEASE TO BE IN EFFECT AFTER THE ENTIRE PRINCIPAL BALANCE OF
THE TRANCHE B LOAN HAS BEEN REPAID IN FULL (TOGETHER WITH ALL ACCRUED INTEREST
THEREON).
42
SECTION 6.16
Limitation on Accounting Changes.
Make or permit any change
in accounting policies or reporting practices, without the consent of the
Lender, which consent shall not be unreasonably withheld, except changes that
are required by GAAP.
SECTION 6.17
Fiscal Year.
Change its fiscal year-end to a date other than
December 31.
SECTION 6.18
Anti-Terrorism Law; Anti-Money Laundering.
(A)
DIRECTLY OR INDIRECTLY, (I) KNOWINGLY
CONDUCT ANY BUSINESS OR ENGAGE IN MAKING OR RECEIVING ANY CONTRIBUTION OF FUNDS,
GOODS OR SERVICES TO OR FOR THE BENEFIT OF ANY PERSON DESCRIBED IN SECTION 3.20,
(II) KNOWINGLY DEAL IN, OR OTHERWISE ENGAGE IN ANY TRANSACTION RELATING TO, ANY
PROPERTY OR INTERESTS IN PROPERTY BLOCKED PURSUANT TO THE EXECUTIVE ORDER OR ANY
OTHER ANTI-TERRORISM LAW, OR (III) KNOWINGLY ENGAGE IN OR CONSPIRE TO ENGAGE IN
ANY TRANSACTION THAT EVADES OR AVOIDS, OR HAS THE PURPOSE OF EVADING OR
AVOIDING, OR ATTEMPTS TO VIOLATE, ANY OF THE PROHIBITIONS SET FORTH IN ANY
ANTI-TERRORISM LAW (AND THE BORROWERS SHALL DELIVER TO THE LENDER ANY
CERTIFICATION OR OTHER EVIDENCE REQUESTED FROM TIME TO TIME BY THE LENDER IN ITS
REASONABLE DISCRETION, CONFIRMING THE BORROWERS' COMPLIANCE WITH THIS
SECTION 6.18.
(B)
CAUSE OR PERMIT ANY OF THE FUNDS OF SUCH
BORROWER THAT ARE USED TO REPAY THE LOANS TO BE DERIVED FROM ANY UNLAWFUL
ACTIVITY WITH THE RESULT THAT THE MAKING OF THE LOANS WOULD BE IN VIOLATION OF
ANY REQUIREMENT OF LAW.
Embargoed Person.
Cause or permit (a) any of