OF BUSINESS;
(XII)
INDEBTEDNESS INCURRED BY HOLDINGS OR ANY OF ITS SUBSIDIARIES
CONSISTING OF OBLIGATIONS IN RESPECT OF SURETY BONDS OR PERFORMANCE BONDS OR
SIMILAR OBLIGATION SUPPORTING INDEMNIFICATION, ADJUSTMENT OF PURCHASE PRICE OR
SIMILAR OBLIGATIONS (OTHER THAN FOR THE PAYMENT OF BORROWED MONEY) OF THE
BORROWER OR ANY SUCH SUBSIDIARY IN CONNECTION WITH THE ACQUISITION OR ANY
PERMITTED ACQUISITION OR DISPOSITION OF ANY BUSINESS OR ASSETS PERMITTED HEREBY;
AND
(XIII)
UNSECURED INDEBTEDNESS (EXCEPT AS MAY BE SECURED TO THE EXTENT
SET FORTH IN SECTION 7.01(V)) IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED
$5,000,000 AT ANY TIME OUTSTANDING, INCURRED AT A TIME WHEN NO DEFAULT HAS
OCCURRED AND IS CONTINUING.
7.03
INVESTMENTS.
MAKE OR HOLD ANY INVESTMENTS, EXCEPT:
(A)
INVESTMENTS HELD BY THE BORROWER OR SUCH SUBSIDIARY IN THE FORM OF
CASH OR CASH EQUIVALENTS;
(B)
ADVANCES TO OFFICERS, DIRECTORS AND EMPLOYEES OF THE BORROWER AND
SUBSIDIARIES IN AN AGGREGATE AMOUNT NOT TO EXCEED $750,000 AT ANY TIME
OUTSTANDING, FOR TRAVEL, ENTERTAINMENT, RELOCATION AND ANALOGOUS ORDINARY
BUSINESS PURPOSES;
(C)
(I) INVESTMENTS OF THE BORROWER IN ANY SUBSIDIARY GUARANTOR AND
INVESTMENTS OF ANY SUBSIDIARY IN THE BORROWER OR IN ANOTHER SUBSIDIARY GUARANTOR
AND (II) ADDITIONAL COMMON EQUITY INVESTMENTS BY THE BORROWER IN ANY SUBSIDIARY
GUARANTOR OR BY A SUBSIDIARY GUARANTOR IN ANY OTHER SUBSIDIARY GUARANTOR;
(D)
INVESTMENTS CONSISTING OF EXTENSIONS OF CREDIT IN THE NATURE OF
ACCOUNTS RECEIVABLE OR NOTES RECEIVABLE ARISING FROM THE GRANT OF TRADE CREDIT
IN THE ORDINARY COURSE OF BUSINESS, AND INVESTMENTS RECEIVED IN SATISFACTION OR
PARTIAL SATISFACTION THEREOF IN CONNECTION WITH THE SETTLEMENT OF DELINQUENT
ACCOUNTS IN THE ORDINARY COURSE OF BUSINESS OR FROM FINANCIALLY TROUBLED ACCOUNT
DEBTORS TO THE EXTENT REASONABLY NECESSARY IN ORDER TO PREVENT OR LIMIT LOSS;
(E)
GUARANTEES PERMITTED BY SECTION 7.02;
(F)
INVESTMENTS EXISTING ON THE DATE HEREOF AND SET FORTH ON SCHEDULE
7.03(F);
(G)
INVESTMENTS BY THE BORROWER OR ANY SUBSIDIARY IN SWAP CONTRACTS
PERMITTED UNDER SECTION 7.02(C)(II);
(H)
INVESTMENTS CONSISTING OF INTERCOMPANY DEBT PERMITTED UNDER
SECTION 7.02(A)(I) OR 7.02(B) OR CONSTITUTING CAPITAL EXPENDITURES PERMITTED
UNDER SECTION 7.12;
(I)
PERMITTED ACQUISITIONS OF PERSONS THAT, UPON THE CONSUMMATION
THEREOF, WILL BE WHOLLY OWNED DIRECTLY BY THE BORROWER OR ONE OR MORE OF ITS
WHOLLY OWNED SUBSIDIARIES (INCLUDING, WITHOUT LIMITATION, AS A RESULT OF A
MERGER OR CONSOLIDATION);
(J)
LOANS AND ADVANCES TO HOLDINGS IN LIEU OF, AND NOT IN EXCESS OF
THE AMOUNT OF (AFTER GIVING EFFECT TO ANY OTHER LOANS, ADVANCES OR RESTRICTED
PAYMENTS IN RESPECT THEREOF),
85
RESTRICTED PAYMENTS TO THE EXTENT PERMITTED TO BE MADE TO HOLDINGS IN ACCORDANCE
WITH SECTION 7.06;
(K)
PREPAID EXPENSES OR LEASE, UTILITY AND OTHER SIMILAR DEPOSITS, IN
EACH CASE MADE IN THE ORDINARY COURSE OF BUSINESS;
(L)
PROMISSORY NOTES OR OTHER OBLIGATIONS OF OFFICERS OR OTHER
EMPLOYEES OF SUCH LOAN PARTY OR SUCH SUBSIDIARY ACQUIRED IN THE ORDINARY COURSE
OF BUSINESS IN CONNECTION WITH SUCH OFFICERS' OR EMPLOYEES' ACQUISITION OF
EQUITY INTERESTS IN SUCH LOAN PARTY OR SUCH SUBSIDIARY (TO THE EXTENT SUCH
ACQUISITION IS PERMITTED UNDER THIS AGREEMENT), SO LONG