ON RESIDENTIAL REAL PROPERTY, FIXTURES AND RELATED ASSETS ACQUIRED
AS CONTEMPLATED BY SUBSECTION 8.2(I), SECURING INDEBTEDNESS PERMITTED BY
SUBSECTION 8.2(I);
(S)
LIENS IN FAVOR OF THE PREPETITION SECURED PARTIES AS ADEQUATE PROTECTION
GRANTED PURSUANT TO THE INTERIM ORDER (OR THE FINAL ORDER, AS APPLICABLE), WHICH
LIENS ARE JUNIOR TO THE LIENS CONTEMPLATED HEREBY IN FAVOR OF THE ADMINISTRATIVE
AGENT AND THE LENDERS, IT BEING UNDERSTOOD THAT THE INTERIM ORDER (OR THE FINAL
ORDER, AS APPLICABLE) WILL PROVIDE THAT THE HOLDER OF SUCH JUNIOR LIENS SHALL
NOT BE PERMITTED TO TAKE ANY ACTION TO ENFORCE THEIR RIGHTS WITH RESPECT TO SUCH
JUNIOR LIENS SO LONG AS ANY AMOUNTS SHALL REMAIN OUTSTANDING HEREUNDER OR ANY
COMMITMENT SHALL BE IN EFFECT; AND
(T)
LIENS IN CONNECTION WITH THE INDEBTEDNESS PURSUANT TO SECTION 8.2(J), IN
EACH CASE RELATED TO THE ASSETS FINANCED THEREBY;
8.4.
LIMITATION ON GUARANTEE OBLIGATIONS. CREATE, INCUR, ASSUME OR
SUFFER TO EXIST ANY GUARANTEE OBLIGATION EXCEPT:
(A)
GUARANTEE OBLIGATIONS IN EXISTENCE ON THE CLOSING DATE AND LISTED IN
SCHEDULE 8.4(A), AND ANY REFINANCINGS, REFUNDINGS, EXTENSIONS OR RENEWALS
THEREOF, PROVIDED THAT THE AMOUNT OF SUCH GUARANTEE OBLIGATION SHALL NOT BE
INCREASED AT THE TIME OF SUCH REFINANCING, REFUNDING, EXTENSION OR RENEWAL
EXCEPT TO THE EXTENT THAT THE AMOUNT OF
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INDEBTEDNESS IN RESPECT OF SUCH GUARANTEE OBLIGATIONS IS PERMITTED TO BE
INCREASED BY SUBSECTION 8.2(D);
(B)
GUARANTEE OBLIGATIONS FOR PERFORMANCE, APPEAL, JUDGMENT, REPLEVIN AND
SIMILAR BONDS, OR SURETYSHIP ARRANGEMENTS, ALL IN THE ORDINARY COURSE OF
BUSINESS;
(C)
GUARANTEE OBLIGATIONS IN RESPECT OF INDEMNIFICATION AND CONTRIBUTION
AGREEMENTS EXPRESSLY PERMITTED BY SUBSECTION 8.11(IV) OR SIMILAR AGREEMENTS BY
THE BORROWER;
(D)
GUARANTEE OBLIGATIONS IN RESPECT OF THIRD-PARTY LOANS AND ADVANCES TO
OFFICERS OR EMPLOYEES OF HOLDING, THE BORROWER OR ANY OF THEIR RESPECTIVE
SUBSIDIARIES (I) FOR TRAVEL AND ENTERTAINMENT EXPENSES INCURRED IN THE ORDINARY
COURSE OF BUSINESS, (II) FOR RELOCATION EXPENSES INCURRED IN THE ORDINARY COURSE
OF BUSINESS OR (III) FOR ANY OTHER PURPOSE AND, IN THE CASE OF THIS CLAUSE
(III), IN AN AGGREGATE PRINCIPAL AMOUNT (AS TO HOLDING AND ALL ITS SUBSIDIARIES)
OF UP TO $1,000,000 OUTSTANDING AT ANY TIME;
(E)
OBLIGATIONS TO INSURERS REQUIRED IN CONNECTION WITH WORKER'S COMPENSATION
AND OTHER INSURANCE COVERAGE INCURRED IN THE ORDINARY COURSE OF BUSINESS;
(F)
OBLIGATIONS OF THE BORROWER AND ITS SUBSIDIARIES UNDER PERMITTED HEDGING
ARRANGEMENTS, INCLUDING OBLIGATIONS OF THE BORROWER UNDER ANY INTEREST RATE
PROTECTION AGREEMENTS RELATING TO INDEBTEDNESS OF THE BORROWER UNDER THIS
AGREEMENT,
(G)
GUARANTEES MADE BY THE BORROWER OR ANY OF ITS SUBSIDIARIES OF OBLIGATIONS
OF THE BORROWER OR ANY OF ITS SUBSIDIARIES, WHICH OBLIGATIONS ARE OTHERWISE
PERMITTED UNDER THIS AGREEMENT, PROVIDED THAT GUARANTEES BY ANY LOAN PARTY OF
OBLIGATIONS OF ANY SUBSIDIARY THAT IS NOT A LOAN PARTY SHALL BE SUBJECT TO THE
LIMITATIONS SET FORTH IN SUBSECTION 8.9(F)(I);
(H)
GUARANTEE OBLIGATIONS IN CONNECTION WITH SALES OR OTHER DISPOSITIONS
PERMITTED UNDER SUBSECTION 8.6, INCLUDING INDEMNIFICATION OBLIGATIONS WITH
RESPECT TO LEASES, AND GUARANTEES OF COLLECTABILITY IN RESPECT OF ACCOUNTS
RECEIVABLE OR NOTES RECEIVABLE FOR UP TO FACE VALUE;
(I)
ACCOMMODATION GUARANTEES