SPECULATIVE PURPOSES OR TAKING A "MARKET VIEW"; PROVIDED THAT IF SUCH
HEDGING OBLIGATIONS RELATE TO INTEREST RATES, (I) SUCH HEDGING OBLIGATIONS
RELATE TO PAYMENT OBLIGATIONS ON INDEBTEDNESS OTHERWISE PERMITTED TO BE INCURRED
BY THE LOAN DOCUMENTS AND (II) THE NOTIONAL PRINCIPAL AMOUNT OF SUCH HEDGING
OBLIGATIONS AT THE TIME INCURRED DOES NOT EXCEED THE PRINCIPAL AMOUNT OF THE
INDEBTEDNESS TO WHICH SUCH HEDGING OBLIGATIONS RELATE;
(D)
INDEBTEDNESS PERMITTED BY SECTION 6.04;
(E)
INDEBTEDNESS IN RESPECT OF (I) BID, PERFORMANCE OR SURETY BONDS
ISSUED FOR THE ACCOUNT OF ANY COMPANY IN THE ORDINARY COURSE OF BUSINESS,
INCLUDING GUARANTEES OR OBLIGATIONS OF ANY COMPANY WITH RESPECT TO LETTERS OF
CREDIT SUPPORTING SUCH BID, PERFORMANCE OR SURETY OBLIGATIONS (IN EACH CASE
OTHER THAN FOR AN OBLIGATION FOR MONEY BORROWED), AND (II) WORKERS' COMPENSATION
CLAIMS, SELF-INSURANCE OBLIGATIONS AND BANKERS' ACCEPTANCES IN THE ORDINARY
COURSE OF BUSINESS IN AN AGGREGATE AMOUNT FOR ALL SUCH INDEBTEDNESS NOT TO
EXCEED $500,000 AT ANY TIME OUTSTANDING;
(F)
INDEBTEDNESS UNDER THE CONVERTIBLE SENIOR SECURED NOTE DOCUMENTS
IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $650,000,000 (PLUS THE AMOUNT OF
CAPITALIZED OR PAY-IN-KIND INTEREST THEREON PERMITTED UNDER THE CONVERTIBLE
SENIOR SECURED NOTE DOCUMENTS) AT ANY TIME OUTSTANDING; PROVIDED THAT THE LIENS
SECURING SUCH INDEBTEDNESS CONTINUE TO BE EXPRESSLY SUBORDINATED TO THE LIENS
SECURING THE OBLIGATIONS AT ALL TIMES;
(G)
CONTINGENT OBLIGATIONS OF ANY COMPANY IN RESPECT OF INDEBTEDNESS
OTHERWISE PERMITTED UNDER THIS SECTION 6.01 (OTHER THAN SECTION 6.01(I));
(H)
INDEBTEDNESS ARISING FROM THE HONORING BY A BANK OR OTHER
FINANCIAL INSTITUTION OF A CHECK, DRAFT OR SIMILAR INSTRUMENT INADVERTENTLY
(EXCEPT IN THE CASE OF DAYLIGHT OVERDRAFTS) DRAWN AGAINST INSUFFICIENT FUNDS IN
THE ORDINARY COURSE OF BUSINESS; PROVIDED, HOWEVER, THAT SUCH INDEBTEDNESS IS
EXTINGUISHED WITHIN FIVE BUSINESS DAYS OF INCURRENCE;
(I)
INDEBTEDNESS ARISING IN CONNECTION WITH ENDORSEMENT OF
INSTRUMENTS FOR DEPOSIT IN THE ORDINARY COURSE OF BUSINESS; AND
(J)
UNSECURED INDEBTEDNESS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO
EXCEED $200.0 MILLION AT ANY TIME OUTSTANDING PERMITTED BY THE CONVERTIBLE
INDENTURE; PROVIDED THAT (I) SUCH INDEBTEDNESS IS EXPRESSLY SUBORDINATED IN
RIGHT OF PAYMENT TO BOTH THE OBLIGATIONS (INCLUDING THE GUARANTEED OBLIGATIONS)
AND THE CONVERTIBLE SENIOR NOTES AND THE CONVERTIBLE SENIOR NOTE GUARANTEES ON
TERMS AND CONDITIONS, AND PURSUANT TO DOCUMENTATION, SATISFACTORY TO THE
LENDERS, (II) BOTH BEFORE AND AFTER GIVING EFFECT TO THE INCURRENCE OF SUCH
INDEBTEDNESS, NO DEFAULT HAS OCCURRED AND IS CONTINUING OR WOULD RESULT
THEREFROM; (III) SUCH INDEBTEDNESS MAY NOT MATURE EARLIER THAN THE LATER OF 91
DAYS AFTER (I) THE SCHEDULED MATURITY OF THE CONVERTIBLE SENIOR NOTES, AND
(II) THE FINAL MATURITY DATE, (IV) SUCH INDEBTEDNESS SHALL BEAR CASH INTEREST
(OR ANY SIMILAR PAYMENTS), IF AT ALL, IN AN AMOUNT NOT TO EXCEED 7.5% PER ANNUM,
(V) SUCH INDEBTEDNESS SHALL PROHIBIT THE PAYMENT OF CASH INTEREST (AND ANY
SIMILAR PAYMENTS) DURING ANY PERIOD IN WHICH BORROWER HAS EXERCISED ITS OPTION
TO PAY INTEREST ON THE CONVERTIBLE SENIOR NOTES IN THE FORM OF ADDITIONAL NOTES
(AS DEFINED IN THE CONVERTIBLE INDENTURE), OR IF THERE IS A DEFAULT OR EVENT