PERMIT ANY OF ITS SUBSIDIARIES TO ENTER INTO OR BE A PARTY TO, ANY
TRANSACTION WITH ANY AFFILIATE OF THE BORROWER OR ANY SUCH SUBSIDIARY EXCEPT (I)
AS OTHERWISE EXPRESSLY PERMITTED HEREIN OR (II) IN THE ORDINARY COURSE OF
BUSINESS, TO THE EXTENT CONSISTENT WITH PAST PRACTICES, SO LONG AS ANY SUCH
TRANSACTION INDIVIDUALLY AND IN THE AGGREGATE WITH OTHER SUCH TRANSACTIONS HAS
NO REASONABLE LIKELIHOOD OF HAVING A MATERIAL ADVERSE EFFECT; OR
(B)
ENTER INTO, OR PERMIT
ANY OF ITS SUBSIDIARIES TO ENTER INTO, ANY AGREEMENT THAT PROHIBITS, LIMITS OR
RESTRICTS ANY REPAYMENT OF LOANS OR ADVANCES OR OTHER DISTRIBUTIONS TO THE
BORROWER BY ANY OF ITS RESPECTIVE SUBSIDIARIES, OR THAT RESTRICTS ANY SUCH
SUBSIDIARY'S ABILITY TO DECLARE OR MAKE ANY DIVIDEND PAYMENT OR OTHER
DISTRIBUTION ON ACCOUNT OF ANY SHARES OF ANY CLASS OF ITS CAPITAL STOCK OR ON
ITS ABILITY TO ACQUIRE OR MAKE A PAYMENT IN RESPECT THEREOF; PROVIDED THAT (I)
THE FOREGOING SHALL NOT APPLY TO RESTRICTIONS AND CONDITIONS IMPOSED BY LAW OR
BY THIS AGREEMENT, (II) THE FOREGOING SHALL NOT APPLY TO RESTRICTIONS AND
CONDITIONS EXISTING ON THE DATE HEREOF IDENTIFIED ON SCHEDULE 7.09 (BUT SHALL
APPLY TO ANY EXTENSION, RENEWAL, AMENDMENT OR MODIFICATION THAT EXPANDS THE
SCOPE OF ANY SUCH RESTRICTION OR CONDITION) AND (III) THE FOREGOING SHALL NOT
APPLY TO CUSTOMARY RESTRICTIONS AND CONDITIONS CONTAINED IN AGREEMENTS RELATING
TO THE SALE OF A SUBSIDIARY PENDING SUCH SALE, PROVIDED SUCH RESTRICTIONS AND
CONDITIONS APPLY ONLY TO THE SUBSIDIARY THAT IS TO BE SOLD AND SUCH SALE IS
PERMITTED HEREUNDER.
SECTION 7.10.
MARGIN
REGULATIONS.
(A)
THE BORROWER SHALL NOT USE THE PROCEEDS OF ANY LOAN OR ANY
LETTER OF CREDIT IN VIOLATION OF REGULATION T, U OR X OF THE BOARD OF GOVERNORS
OF THE FEDERAL RESERVE SYSTEM.
(B)
THE BORROWER WILL NOT,
AND WILL NOT PERMIT ANY OF ITS SUBSIDIARIES TO, PURCHASE OR OTHERWISE ACQUIRE
MARGIN STOCK IF, AFTER GIVING EFFECT TO ANY SUCH PURCHASE OR ACQUISITION, MARGIN
STOCK OWNED BY THE BORROWER AND ITS SUBSIDIARIES WOULD REPRESENT MORE THAN 25%
OF THE ASSETS OF THE BORROWER AND ITS SUBSIDIARIES ON A CONSOLIDATED BASIS
(VALUED IN ACCORDANCE WITH REGULATION U).
SECTION 7.11.
COMPLIANCE WITH
ERISA.
THE BORROWER SHALL NOT, DIRECTLY OR INDIRECTLY, PERMIT ANY MEMBER OF THE
CONTROLLED GROUP OF THE BORROWER TO, DIRECTLY OR INDIRECTLY PERMIT TO EXIST ANY
ERISA EVENT WHICH HAS ANY REASONABLE LIKELIHOOD OF HAVING A MATERIAL ADVERSE
EFFECT, OR MAKE A COMPLETE OR PARTIAL WITHDRAWAL (WITHIN THE MEANING OF
SECTION 4201 OF ERISA) FROM ANY MULTIEMPLOYER PLAN SO AS TO RESULT IN ANY
LIABILITY TO THE BORROWER OR ANY MEMBER OF ITS CONTROLLED GROUP WHICH HAS ANY
REASONABLE LIKELIHOOD OF HAVING A MATERIAL ADVERSE EFFECT.
109
SECTION 7.12.
SPECULATIVE
TRANSACTIONS.
THE BORROWER SHALL NOT ENGAGE OR PERMIT ANY OF ITS SUBSIDIARIES
TO ENGAGE IN ANY TRANSACTION INVOLVING COMMODITY OPTIONS OR FUTURES CONTRACTS
OTHER THAN IN THE ORDINARY COURSE OF BUSINESS CONSISTENT WITH PAST TRANSACTIONS.
SECTION 7.13.
LEVERAGE RATIO.
THE BORROWER SHALL NOT PERMIT THE LEVERAGE RATIO AT