SUCH BORROWER OR ANY
SUBSIDIARY OF SUCH BORROWER, (IV) CUSTOMARY RESTRICTIONS ON DISPOSITIONS OF REAL
PROPERTY INTERESTS FOUND IN RECIPROCAL EASEMENT AGREEMENTS OF SUCH BORROWER OR
ANY SUBSIDIARY OF BORROWER, (V) CUSTOMARY RESTRICTIONS IN AGREEMENTS FOR THE
SALE OF ASSETS (TO THE EXTENT SUCH SALE IS PERMITTED HEREUNDER) ON THE TRANSFER
OR ENCUMBRANCE OF SUCH ASSETS DURING AN INTERIM PERIOD PRIOR TO THE CLOSING OF
THE SALE OF SUCH ASSETS, (VI) CUSTOMARY RESTRICTIONS IN CONTRACTS THAT PROHIBIT
THE ASSIGNMENT OF SUCH CONTRACT, (VII) CUSTOMARY RESTRICTIONS IN AGREEMENTS
RELATING TO
95
PURCHASE MONEY FINANCING ARRANGEMENTS OF BORROWER OR CONTAINED IN SECURITY
AGREEMENTS PROVIDING FOR THE GRANT OF A SECURITY INTEREST TO SECURE OTHER
INDEBTEDNESS OWING TO A PERSON THAT IS NOT AN AFFILIATE (IN EACH CASE TO THE
EXTENT SUCH PURCHASE MONEY FINANCING OR OTHER INDEBTEDNESS IS PERMITTED
HEREUNDER) TO THE EXTENT SUCH RESTRICTIONS RESTRICT THE TRANSFER OF, OR THE
GRANTING OF LIENS ON, THE PROPERTY SUBJECT TO SUCH PURCHASE MONEY FINANCING
ARRANGEMENTS OR SECURITY AGREEMENTS, (VIII) ANY AGREEMENT RELATING TO PERMITTED
INDEBTEDNESS INCURRED BY A SUBSIDIARY OF SUCH BORROWER PRIOR TO THE DATE ON
WHICH SUCH SUBSIDIARY WAS ACQUIRED BY SUCH BORROWER AND OUTSTANDING ON SUCH
ACQUISITION DATE, (IX) CUSTOMARY RESTRICTIONS IN LICENSE AGREEMENTS WITH RESPECT
TO INTELLECTUAL PROPERTY WHICH RESTRICT THE SUBLICENSING, PLEDGE, TRANSFER OR
ASSIGNMENT OF THE LICENSEE'S RIGHTS THEREUNDER, (X) RESTRICTIONS IN AGREEMENTS
IN EXISTENCE PRIOR TO THE DATE HEREOF AND THE EXTENSION OR CONTINUATION OF
CONTRACTUAL OBLIGATIONS IN EXISTENCE ON THE DATE HEREOF; PROVIDED, THAT, ANY
SUCH ENCUMBRANCES OR RESTRICTIONS CONTAINED IN SUCH EXTENSION OR CONTINUATION
ARE NO LESS FAVORABLE TO AGENT AND LENDERS THAN THOSE ENCUMBRANCES AND
RESTRICTIONS UNDER OR PURSUANT TO THE CONTRACTUAL OBLIGATIONS SO EXTENDED OR
CONTINUED.
9.17
INTENTIONALLY DELETED.
9.18
FIXED CHARGE COVERAGE RATIO.
AT ANY TIME THAT
EXCESS AVAILABILITY IS LESS THAN $25,000,000, THE FIXED CHARGE COVERAGE RATIO OF
BORROWERS AND THEIR SUBSIDIARIES (ON A CONSOLIDATED BASIS) DETERMINED AS OF THE
END OF THE MONTH MOST RECENTLY ENDED FOR WHICH FINANCIAL STATEMENTS OF BORROWERS
AND THEIR SUBSIDIARIES HAVE BEEN RECEIVED BY AGENT SHALL BE NOT LESS THAN 1.1 TO
1.0 FOR SUCH MONTH.
9.19
AFTER ACQUIRED REAL PROPERTY.
IF ANY BORROWER
HEREAFTER ACQUIRES A FEE INTEREST IN REAL PROPERTY AND SUCH REAL PROPERTY IS
ADJACENT TO, CONTIGUOUS WITH OR NECESSARY OR RELATED TO OR USED IN CONNECTION
WITH ANY REAL PROPERTY THEN SUBJECT TO A MORTGAGE, OR IF SUCH REAL PROPERTY IS
NOT ADJACENT TO, CONTIGUOUS WITH OR RELATED TO OR USED IN CONNECTION WITH SUCH
REAL PROPERTY, THEN IF SUCH REAL PROPERTY AT ANY LOCATION (OR SERIES OF
ADJACENT, CONTIGUOUS OR RELATED LOCATIONS, AND REGARDLESS OF THE NUMBER OF
PARCELS) HAS A FAIR MARKET VALUE IN AN AMOUNT EQUAL TO OR GREATER THAN $100,000
(OR IF A DEFAULT OR EVENT OF DEFAULT EXISTS, THEN REGARDLESS OF THE FAIR MARKET
VALUE OF SUCH ASSETS), WITHOUT LIMITING ANY OTHER RIGHTS OF AGENT OR ANY LENDER,
OR DUTIES OR OBLIGATIONS OF ANY BORROWER, PROMPTLY UPON AGENT'S REQUEST, SUCH
BORROWER SHALL EXECUTE AND