NOT PERMIT ANY OF ITS SUBSIDIARIES TO, PURCHASE,
HOLD OR ACQUIRE (INCLUDING PURSUANT TO ANY MERGER WITH ANY PERSON THAT WAS NOT A
WHOLLY OWNED SUBSIDIARY PRIOR TO SUCH MERGER) ANY CAPITAL STOCK, EVIDENCES OF
INDEBTEDNESS OR OTHER SECURITIES (INCLUDING ANY OPTION, WARRANT OR OTHER RIGHT
TO ACQUIRE ANY OF THE FOREGOING) OF, MAKE OR PERMIT TO EXIST ANY LOANS OR
ADVANCES TO, GUARANTEE ANY OBLIGATIONS OF, OR MAKE OR PERMIT TO EXIST ANY
INVESTMENT OR ANY OTHER INTEREST IN, ANY OTHER PERSON, OR PURCHASE OR OTHERWISE
ACQUIRE (IN ONE TRANSACTION OR A SERIES OF TRANSACTIONS) ANY ASSETS OF ANY OTHER
PERSON CONSTITUTING A BUSINESS UNIT, EXCEPT:
(A)
PERMITTED INVESTMENTS;
(B)
INVESTMENTS BY THE BORROWER AND THE SUBSIDIARIES IN THE CAPITAL
STOCK OF ITS SUBSIDIARIES;
(C)
LOANS OR ADVANCES MADE BY THE BORROWER TO ANY SUBSIDIARY AND MADE
BY ANY SUBSIDIARY TO THE BORROWER OR ANY OTHER SUBSIDIARY;
(D)
GUARANTEES CONSTITUTING INDEBTEDNESS PERMITTED BY SECTION 6.01;
49
(E)
ADDITIONAL INVESTMENTS IN CAPITAL PROJECTS (INCLUDING, WITHOUT
LIMITATION, INVESTMENTS RELATING TO NEW CONTRACTS AND EXPANSIONS OF EXISTING
FACILITIES OR CONSTRUCTION OF NEW FACILITIES) AND ACQUISITIONS (INCLUDING ANY
DEBT INCURRED TO MAKE SUCH INVESTMENT OR ACQUISITION) PROVIDED THERE SHALL NOT
EXIST A DEFAULT OR EVENT OF DEFAULT (BOTH BEFORE AND AFTER GIVING EFFECT TO THE
COMPLETION OF SUCH ADDITIONAL INVESTMENT);
(F)
LOANS OR ADVANCES BY THE BORROWER OR ANY OF ITS SUBSIDIARIES TO
EMPLOYEES IN THE ORDINARY COURSE OF BUSINESS IN AN AGGREGATE AMOUNT AT ANY ONE
TIME OUTSTANDING NOT TO EXCEED $250,000;
(G)
INVESTMENTS OF THE BORROWER OR ANY SUBSIDIARY OTHERWISE PERMITTED
BY SECTIONS 6.01, 6.03 OR 6.05; AND
(H)
ADDITIONAL INVESTMENTS NOT TO EXCEED $5,000,000 EXISTING AT ANY
ONE TIME.
SECTION 6.05. SWAP AGREEMENTS. THE BORROWER WILL NOT, AND WILL NOT PERMIT ANY OF
ITS SUBSIDIARIES TO, ENTER INTO ANY SWAP AGREEMENT, EXCEPT (A) SWAP AGREEMENTS
ENTERED INTO TO HEDGE OR MITIGATE RISKS TO WHICH THE BORROWER OR ANY SUBSIDIARY
HAS ACTUAL EXPOSURE (OTHER THAN THOSE IN RESPECT OF EQUITY INTERESTS OF THE
BORROWER OR ANY OF ITS SUBSIDIARIES), AND (B) SWAP AGREEMENTS ENTERED INTO IN
ORDER TO EFFECTIVELY CAP, COLLAR OR EXCHANGE INTEREST RATES (FROM FIXED TO
FLOATING RATES, FROM ONE FLOATING RATE TO ANOTHER FLOATING RATE OR OTHERWISE)
WITH RESPECT TO ANY INTEREST-BEARING LIABILITY OR INVESTMENT OF THE BORROWER OR
ANY SUBSIDIARY.
SECTION 6.06. INTENTIONALLY OMITTED.
SECTION 6.07. TRANSACTIONS WITH AFFILIATES. THE BORROWER WILL NOT, AND WILL NOT
PERMIT ANY OF ITS SUBSIDIARIES TO, SELL, LEASE OR OTHERWISE TRANSFER ANY
PROPERTY OR ASSETS TO, OR PURCHASE, LEASE OR OTHERWISE ACQUIRE ANY PROPERTY OR
ASSETS FROM, OR OTHERWISE ENGAGE IN ANY OTHER TRANSACTIONS WITH, ANY OF ITS
AFFILIATES, EXCEPT (A) IN THE ORDINARY COURSE OF BUSINESS AT PRICES AND ON TERMS
AND CONDITIONS NOT LESS FAVORABLE TO THE BORROWER OR SUCH SUBSIDIARY THAN COULD
BE OBTAINED ON AN ARM'S-LENGTH-BASIS FROM UNRELATED THIRD PARTIES,
(B) TRANSACTIONS BETWEEN OR AMONG THE BORROWER AND ITS WHOLLY OWNED SUBSIDIARIES
NOT INVOLVING ANY OTHER AFFILIATE, (C) SERVICE BY ANY AFFILIATE WHO IS AN
INDIVIDUAL