DISCHARGE THEREOF IN ACCORDANCE WITH ITS TERMS OR (II) SUCH LOAN PARTY GRANTS
ANY LIEN (OTHER THAN ANY LIEN ARISING PURSUANT TO OR BY REASON OF ANY LOAN
DOCUMENT) TO ANY PERSON ON SUCH ASSET RESULTING IN THE EXISTING NOTES BECOMING
EQUALLY AND RATABLY SECURED BY SUCH ASSET PURSUANT TO SECTION 5.03 OF THE
EXISTING NOTES INDENTURE, FOR SO LONG AS THE EXISTING NOTES ARE SO SECURED (AND
ANY LIEN GRANTED TO THE COLLATERAL AGENT OR ANY OTHER SECURED PARTY AS A RESULT
OF THIS CLAUSE (II) SHALL BE AUTOMATICALLY RELEASED ONCE SUCH LIEN IS NO LONGER
OUTSTANDING) AND (Y) THE COLLATERAL AGENT AND EACH OTHER SECURED PARTY SHALL
TAKE SUCH ACTION TO EVIDENCE THE ABSENCE OR TERMINATION OF ANY SECURITY INTEREST
OR LIEN THAT WOULD GIVE RISE TO SUCH REQUIREMENT, OR THAT ARISES AS A RESULT OF
ANY LIEN REFERRED TO IN THE FOREGOING CLAUSE (II) ONCE SUCH LIEN IS NO LONGER
OUTSTANDING, AS THE BORROWER MAY REASONABLY REQUEST.
6.10
INTEREST RATE PROTECTION.
NO LATER THAN 180 DAYS
FOLLOWING THE CLOSING DATE, ENTER INTO INTEREST RATE PROTECTION AGREEMENTS,
WHICH, TOGETHER WITH THE FIXED INTEREST RATES THEN APPLICABLE TO THE
CONSOLIDATED FUNDED INDEBTEDNESS OF THE BORROWER AND ITS RESTRICTED
SUBSIDIARIES, SHALL PROVIDE INTEREST RATE PROTECTION IN RESPECT OF AT LEAST 50%
OF THE CONSOLIDATED FUNDED INDEBTEDNESS OF THE BORROWER AND ITS RESTRICTED
SUBSIDIARIES.
SUCH INTEREST RATE PROTECTION AGREEMENTS SHALL BE IN FORM AND
SUBSTANCE, AND FOR A TERM, REASONABLY SATISFACTORY TO THE ADMINISTRATIVE AGENT,
PROVIDED THAT SUCH TERM SHALL NOT EXCEED TWO YEARS UNLESS SO DETERMINED BY THE
BORROWER.
6.11
POST-CLOSING SECURITY PERFECTION.
THE BORROWER
AGREES TO DELIVER OR CAUSE TO BE DELIVERED SUCH DOCUMENTS AND INSTRUMENTS, AND
TAKE OR CAUSE TO BE TAKEN SUCH OTHER ACTIONS AS MAY BE REASONABLY NECESSARY TO
PROVIDE THE PERFECTED SECURITY INTERESTS AND GUARANTEES DESCRIBED IN SUBSECTION
5.1(A)(II), 5.1(H) AND 5.1(I) THAT ARE NOT SO PROVIDED ON THE CLOSING DATE AND
TO SATISFY EACH OTHER CONDITION PRECEDENT THAT WAS NOT ACTUALLY SATISFIED, BUT
RATHER "DEEMED" SATISFIED ON THE CLOSING DATE PURSUANT TO THE PROVISIONS SET
FORTH IN SUBSECTION 5.1, AND IN ANY EVENT TO PROVIDE SUCH PERFECTED SECURITY
INTERESTS AND GUARANTEES AND TO SATISFY SUCH OTHER CONDITIONS WITHIN THE
APPLICABLE TIME PERIODS SET FORTH ON SCHEDULE 6.11, AS SUCH TIME PERIODS MAY BE
EXTENDED BY THE ADMINISTRATIVE AGENT, IN ITS SOLE DISCRETION.
SECTION 7.
NEGATIVE COVENANTS.
THE
BORROWER HEREBY AGREES THAT, FROM AND AFTER THE CLOSING DATE AND SO LONG AS THE
DELAYED DRAW TERM LOAN COMMITMENTS REMAIN IN EFFECT, AND THEREAFTER UNTIL
PAYMENT IN FULL OF THE LOANS AND ANY OTHER AMOUNT THEN DUE AND OWING TO ANY
LENDER OR ANY AGENT HEREUNDER AND UNDER ANY TERM LOAN NOTE, THE LC FACILITY
SHALL HAVE BEEN TERMINATED AND NO LETTERS OF CREDIT SHALL BE OUTSTANDING (UNLESS
CASH COLLATERALIZED OR OTHERWISE PROVIDED FOR IN A MANNER REASONABLY
SATISFACTORY TO THE ADMINISTRATIVE AGENT):
7.1
LIMITATION ON INDEBTEDNESS.
(A)
THE BORROWER WILL NOT, AND WILL NOT PERMIT
ANY MATERIAL RESTRICTED SUBSIDIARY TO INCUR ANY INDEBTEDNESS; PROVIDED, HOWEVER,