SECTION 6.09;
(C)
SALES, TRANSFERS AND OTHER DISPOSITIONS OF ACCOUNTS RECEIVABLE IN
CONNECTION WITH THE COMPROMISE, SETTLEMENT OR COLLECTION THEREOF CONSISTENT WITH
PAST PRACTICE;
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(D)
SALES, TRANSFERS AND OTHER DISPOSITIONS OF PROPERTY TO THE EXTENT SUCH
PROPERTY CONSTITUTES AN INVESTMENT PERMITTED BY CLAUSES (A), (H), (I) AND (K) OF
SECTION 6.04;
(E)
SALE AND LEASEBACK TRANSACTIONS PERMITTED BY SECTION 6.06;
(F)
DISPOSITIONS RESULTING FROM ANY CASUALTY OR OTHER INSURED DAMAGE TO, OR ANY
TAKING UNDER POWER OF EMINENT DOMAIN OR BY CONDEMNATION OR SIMILAR PROCEEDING
OF, ANY PROPERTY OR ASSET OF THE BORROWER OR ANY SUBSIDIARY; AND
(G)
SALES, TRANSFERS AND OTHER DISPOSITIONS OF ASSETS (OTHER THAN EQUITY
INTERESTS IN A SUBSIDIARY UNLESS ALL EQUITY INTERESTS IN SUCH SUBSIDIARY (OTHER
THAN A BORROWER) ARE SOLD) THAT ARE NOT PERMITTED BY ANY OTHER CLAUSE OF THIS
SECTION; PROVIDED THAT THE AGGREGATE FAIR MARKET VALUE OF ALL ASSETS SOLD,
TRANSFERRED OR OTHERWISE DISPOSED OF IN RELIANCE UPON THIS CLAUSE (G) SHALL NOT
EXCEED $5,000,000;
provided that all sales, transfers, leases and other dispositions permitted
hereby (other than those permitted by clause (b), (c) and (f) above) shall be
made for fair value and (other than those permitted by clause (b)) for at least
75% cash consideration.
SECTION 6.06.
SALE AND LEASEBACK TRANSACTIONS.
THE PARENT BORROWER WILL NOT,
AND WILL NOT PERMIT ANY OF THE SUBSIDIARIES TO, ENTER INTO ANY ARRANGEMENT,
DIRECTLY OR INDIRECTLY, WHEREBY IT SHALL SELL OR TRANSFER ANY PROPERTY, REAL OR
PERSONAL, USED OR USEFUL IN ITS BUSINESS, WHETHER NOW OWNED OR HEREINAFTER
ACQUIRED, AND THEREAFTER RENT OR LEASE SUCH PROPERTY OR OTHER PROPERTY THAT IT
INTENDS TO USE FOR SUBSTANTIALLY THE SAME PURPOSE OR PURPOSES AS THE PROPERTY
SOLD OR TRANSFERRED, EXCEPT FOR ANY SUCH SALE OF ANY FIXED OR CAPITAL ASSETS
THAT IS MADE FOR CASH CONSIDERATION IN AN AMOUNT NOT LESS THAN THE FAIR VALUE OF
SUCH FIXED OR CAPITAL ASSET AND IS CONSUMMATED WITHIN 90 DAYS AFTER THE PARENT
BORROWER OR SUCH SUBSIDIARY ACQUIRES OR COMPLETES THE CONSTRUCTION OF SUCH FIXED
OR CAPITAL ASSET.
SECTION 6.07.
SWAP AGREEMENTS.
THE PARENT BORROWER WILL NOT, AND WILL NOT
PERMIT ANY OF THE SUBSIDIARIES TO, ENTER INTO ANY SWAP AGREEMENT, EXCEPT
(A) SWAP AGREEMENTS ENTERED INTO TO HEDGE OR MITIGATE RISKS TO WHICH THE PARENT
BORROWER OR ANY SUBSIDIARY HAS ACTUAL EXPOSURE (OTHER THAN THOSE IN RESPECT OF
SHARES OF CAPITAL STOCK OR OTHER EQUITY OWNERSHIP INTERESTS OF THE PARENT
BORROWER OR ANY OF ITS SUBSIDIARIES) AND (B) SWAP AGREEMENTS ENTERED INTO IN
ORDER TO EFFECTIVELY CAP, COLLAR OR EXCHANGE INTEREST RATES (FROM FLOATING TO
FIXED RATE, 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 PARENT BORROWER OR ANY SUBSIDIARY.
SECTION 6.08.
RESTRICTED PAYMENTS; CERTAIN PAYMENTS OF INDEBTEDNESS.
(A)
THE
PARENT BORROWER WILL NOT, AND WILL NOT PERMIT ANY SUBSIDIARY TO, DECLARE OR
MAKE, OR AGREE TO PAY OR MAKE, DIRECTLY OR INDIRECTLY, ANY RESTRICTED PAYMENT,
OR INCUR ANY OBLIGATION