6.05(E), DO NOT EXCEED 12.5% OF CONSOLIDATED
ADJUSTED NET WORTH PROVIDED THAT AT LEAST 66-2/3% OF SUCH INVESTMENTS ARE
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REASONABLY RELATED TO THE SAME FIELDS OF ENTERPRISE AS THOSE IN WHICH THE
BORROWER AND THE CONSOLIDATED SUBSIDIARIES ARE NOW ENGAGED;
(F)
ACQUISITIONS (INCLUDING, WITHOUT
LIMITATION, THE KINKO'S ACQUISITION), PROVIDED THAT NO DEFAULT OR EVENT OF
DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING OR WOULD RESULT THEREFROM; AND
(G)
RESTRICTED INVESTMENTS MADE IN COMPLIANCE
WITH SECTION 6.02.
In determining from time to time the amount of the Investments permitted by this
Section 6.05, loans and advances shall be taken at the principal amount thereof
then remaining unpaid at the time of such determination and other Investments
shall be taken at the original cost thereof, regardless of any subsequent
appreciation or depreciation therein.
SECTION 6.06.
CONTINGENT LIABILITIES.
THE BORROWER WILL NOT,
NOR WILL IT PERMIT ANY CONSOLIDATED SUBSIDIARY TO BECOME LIABLE WITH RESPECT TO
ANY CONTINGENT OBLIGATION, EXCEPT:
(A)
THE GUARANTEE AGREEMENT AND THE EXISTING
GUARANTEE AGREEMENTS;
(B)
BY THE ENDORSEMENT OF NEGOTIABLE INSTRUMENTS
FOR DEPOSIT OR COLLECTION (OR SIMILAR TRANSACTIONS) IN THE ORDINARY COURSE OF
BUSINESS;
(C)
GUARANTIES OF CUSTOMS FEES IN THE ORDINARY
COURSE OF BUSINESS;
(D)
CONTINGENT OBLIGATIONS IN RESPECT OF SURETY
AND APPEAL BONDS AND SIMILAR OBLIGATIONS INCURRED IN THE ORDINARY COURSE OF
BUSINESS;
(E)
CONTINGENT OBLIGATIONS WITH RESPECT TO
LETTERS OF CREDIT ENTERED INTO IN THE ORDINARY COURSE OF BUSINESS, PROVIDED THAT
THE AGGREGATE AMOUNT OF SUCH LETTERS OF CREDIT SHALL NOT EXCEED $200,000,000 AT
ANY TIME OUTSTANDING;
(F)
CONTINGENT OBLIGATIONS IN RESPECT OF
OBLIGATIONS (OTHER THAN INDEBTEDNESS) OF WHOLLY-OWNED SUBSIDIARIES INCURRED IN
THE ORDINARY COURSE OF BUSINESS; AND
(G)
ANY OTHER CONTINGENT OBLIGATION WHICH AFTER
HAVING GIVEN EFFECT THERETO WOULD NOT CAUSE THE BORROWER TO FAIL TO BE IN
COMPLIANCE WITH SECTION 5.10.
In determining from time to time the amount of guaranties and contingent
liabilities permitted by this Section 6.06, guaranties and contingent
liabilities shall be taken at the principal amount then remaining unpaid at the
time of such determination on the indebtedness and obligations so guaranteed or
related to such contingent liabilities.
SECTION 6.07.
NEGATIVE COVENANTS IN SUBSIDIARY AGREEMENTS.
THE
BORROWER WILL NOT PERMIT ANY OF ITS SUBSIDIARIES TO ENTER INTO, AFTER THE DATE
HEREOF, ANY AGREEMENT, INSTRUMENT OR INDENTURE THAT, DIRECTLY OR INDIRECTLY,
CONTAINS NEGATIVE COVENANTS RESTRICTING ANY OF THE FOLLOWING (OR OTHERWISE
PROHIBITS OR RESTRICTS, OR HAS THE EFFECT OF PROHIBITING OR RESTRICTING, ANY OF
THE FOLLOWING):
(A)
THE INCURRENCE OR PAYMENT OF INDEBTEDNESS
OWED TO THE BORROWER OR ANY OTHER SUBSIDIARY OF THE BORROWER;
(B)
THE GRANTING OF LIENS, PROVIDED THAT THE
FOREGOING SHALL NOT APPLY TO (I) RESTRICTIONS AND CONDITIONS IMPOSED BY LAW OR
BY THIS AGREEMENT; (II) RESTRICTIONS AND CONDITIONS
39
EXISTING ON THE DATE HEREOF (BUT SHALL APPLY TO ANY EXTENSION OR RENEWAL OF, OR
ANY AMENDMENT OR MODIFICATION EXPANDING THE SCOPE OF, ANY SUCH RESTRICTION OR
CONDITION), (III) CUSTOMARY RESTRICTIONS AND CONDITIONS CONTAINED IN AGREEMENTS
RELATING TO THE SALE OF A SUBSIDIARY PENDING SUCH