THAT EACH OF SUCH INSIDER CASH LOANS SHALL BEAR INTEREST AT A RATE NO
LESS THAN THE PRIME RATE PLUS ONE PERCENT (1.0%) PER ANNUM AND SHALL IN EACH
INSTANCE BE FULLY DUE AND PAYABLE ON OR BEFORE TWO (2) YEARS FROM THE DATE SUCH
INSIDER CASH LOAN IS ADVANCED BY ANY MEMBER OF THE BORROWER CONSOLIDATION;
F.
INSIDER NON-CASH LOANS TO THE EXTENT PERMITTED BY LAW;
G.
CAPITAL EXPENDITURES TO THE EXTENT PERMITTED UNDER SECTION 6.06;
H.
SHARE REPURCHASES UP TO THE MAXIMUM CUMULATIVE AGGREGATE AMOUNT
OF THIRTY MILLION DOLLARS ($30,000,000.00) DURING THE PERIOD COMMENCING ON THE
CLOSING DATE AND ENDING AT CREDIT FACILITY TERMINATION;
I.
NEW VENTURE INVESTMENTS, EXCLUSIVE OF THE ACQUISITION OF THE
HORSESHOE PROPERTY AS PROVIDED IN SUBPARAGRAPH K BELOW, BUT INCLUDING, WITHOUT
LIMITATION, THE SCIOTO MERGER, THE EXERCISE OF THE OPTION TO ACQUIRE THE GREEN
SHINGLE PROPERTY OR ANY OTHER ACQUISITION MADE IN CONNECTION WITH THE SDI
FACILITY, THE PIDI FACILITY OR ANY NEW VENTURE, NO GREATER THAN THE CUMULATIVE
MAXIMUM AGGREGATE AMOUNT OF EIGHTY MILLION DOLLARS ($80,000,000.00) THROUGH
CREDIT FACILITY TERMINATION, SO LONG AS (EXCEPT WITH RESPECT TO THE IP SITE AS
PROVIDED IN SUBPARAGRAPH (N) BELOW):
(I)
IN EACH INSTANCE THE NEW VENTURE OR ASSETS ACQUIRED BY SUCH NEW
VENTURE INVESTMENT IS CONCURRENTLY PLEDGED AS ADDITIONAL COLLATERAL SECURING THE
BANK FACILITIES;
(II)
EACH OF THE NEW ACQUISITION CERTIFICATIONS ARE MADE AND DELIVERED
BY BORROWERS WITH RESPECT TO ANY REAL PROPERTY TO BE ADDED AS COLLATERAL; AND
102
(III)
NO DEFAULT OR EVENT OF DEFAULT SHALL HAVE OCCURRED AND REMAINS
CONTINUING;
J.
THE GREEN SHINGLE LOAN UP TO THE MAXIMUM AMOUNT OF TWO MILLION
SIX HUNDRED THOUSAND DOLLARS ($2,600,000.00), SUBJECT TO COMPLIANCE WITH THE
REQUIREMENTS OF SECTION 3.21(C);
K.
ACQUISITION OF THE HORSESHOE PROPERTY PURSUANT TO THE TERMS OF
THE HHLV PURCHASE AGREEMENT;
L.
INVESTMENTS MADE IN MTR HARNESS UP TO THE MAXIMUM CUMULATIVE
AGGREGATE AMOUNT OF TEN MILLION DOLLARS ($10,000,000.00); AND
M.
THE IP SITE HAS BEEN ACQUIRED PURSUANT TO THE TERMS OF THE IP SALE
AGREEMENT.
PIDI SHALL MAINTAIN THE ENVIRONMENTAL INSURANCE COVERAGE DESCRIBED
IN PARAGRAPH 17(F) OF THE IP SALE AGREEMENT IN AN AGGREGATE AMOUNT NO LESS THAN
TEN MILLION DOLLARS ($10,000,000.00) FOR A TERM NO LESS THAN TEN (10) YEARS
NAMING AGENT BANK AS AN ADDITIONAL
INSURED.
THE BORROWER CONSOLIDATION SHALL
NOT EXPEND IN EXCESS OF THE CUMULATIVE AGGREGATE AMOUNT OF SIX MILLION DOLLARS
($6,000,000.00) FOR THE ACQUISITION, REMEDIATION AND DEVELOPMENT OF THE IP SITE
WITHOUT THE PRIOR WRITTEN CONSENT OF REQUISITE LENDERS.
IN NO EVENT SHALL
BORROWERS PERMIT ANY LIEN TO BE FILED AGAINST OR TO ENCUMBER THE IP REAL
PROPERTY, EXCEPT IN FAVOR OF AGENT BANK AS PROVIDED IN SECTION 5.31 HEREINABOVE.
N.
INVESTMENTS MADE IN JRI UP TO THE MAXIMUM CUMULATIVE AGGREGATE
AMOUNT OF THREE MILLION FIVE HUNDRED THOUSAND DOLLARS ($3,500,000.00) AND
INVESTMENTS TO TRGI UP TO THE MAXIMUM CUMULATIVE AGGREGATE AMOUNT OF TWO MILLION
DOLLARS ($2,000,000.00).
SECTION 6.09.
TOTAL LIENS.
THE BORROWER CONSOLIDATION SHALL NOT
DIRECTLY OR INDIRECTLY, CREATE, INCUR, ASSUME OR PERMIT TO EXIST