OR WILL HAVE INFLUENCE OVER SUCH DAY-TO-DAY
OPERATIONS BY VIRTUE OF A FRANCHISE ARRANGEMENT (OR WILL HAVE BEEN DESIGNATED TO
HAVE SUCH INFLUENCE UPON PROJECT COMPLETION) OR (III) THE BORROWER OR A
SUBSIDIARY WILL BE THE MANAGING MEMBER OR DAY-TO-DAY ADMINISTRATIVE MEMBER OF
SUCH JOINT VENTURE, OR WILL HAVE APPROVAL RIGHTS OVER MAJOR DECISIONS WITH
RESPECT TO SUCH JOINT VENTURE;
(M) OTHER INVESTMENTS, LOANS AND ADVANCES BY THE BORROWER OR ANY SUBSIDIARY IN
AN AGGREGATE AMOUNT, AS VALUED AT COST AT THE TIME EACH SUCH INVESTMENT, LOAN OR
ADVANCE IS MADE AND INCLUDING ALL RELATED COMMITMENTS FOR FUTURE INVESTMENTS,
LOANS OR ADVANCES (AND THE PRINCIPAL AMOUNT OF ANY INDEBTEDNESS THAT IS ASSUMED
OR OTHERWISE INCURRED IN CONNECTION WITH SUCH INVESTMENT, LOAN OR ADVANCE) AND
WITHOUT GIVING EFFECT TO ANY WRITE-DOWNS OR WRITE-OFFS THEREOF, THAT AT THE TIME
OF, AND AFTER GIVING EFFECT TO, THE MAKING THEREOF WOULD NOT EXCEED 25% OF TOTAL
ASSETS AS OF THE END OF THE FISCAL QUARTER IMMEDIATELY PRIOR TO THE DATE OF SUCH
INVESTMENT FOR WHICH FINANCIAL STATEMENTS HAVE BEEN DELIVERED PURSUANT TO
SECTION 5.01;
(N) REPURCHASES BY EITHER OF HOLDINGS OR THE BORROWER OF COMMON EQUITY INTERESTS
PREVIOUSLY ISSUED BY SUCH ENTITY, SUBJECT TO AN AGGREGATE LIMIT OF NOT MORE THAN
5% OF THE OUTSTANDING SHARES OF COMMON STOCK OR COMMON MEMBERSHIP INTERESTS, AS
APPLICABLE; AND
(O) ANY GUARANTEES AND/OR INDEMNITIES PERMITTED BY SECTION 6.01(A)(XIV).
SECTION 6.05. ASSET SALES. NEITHER HOLDINGS NOR THE BORROWER WILL, NOR WILL THEY
PERMIT ANY SUBSIDIARY TO, SELL, TRANSFER, LEASE OR OTHERWISE DISPOSE OF ANY
ASSET, INCLUDING ANY EQUITY INTEREST OWNED BY IT, NOR WILL HOLDINGS OR THE
BORROWER PERMIT ANY SUBSIDIARY TO ISSUE ANY ADDITIONAL EQUITY INTEREST IN SUCH
SUBSIDIARY (OTHER THAN ISSUING DIRECTORS' QUALIFYING SHARES AND OTHER THAN
ISSUING EQUITY INTERESTS TO THE BORROWER OR ANOTHER SUBSIDIARY IN COMPLIANCE
WITH SECTION 6.04(E)(I)), EXCEPT:
(A) SALES, TRANSFERS, LEASES AND OTHER DISPOSITIONS OF (I) INVENTORY, (II) USED
OR SURPLUS EQUIPMENT AND (III) PERMITTED INVESTMENTS, IN EACH CASE IN THE
ORDINARY COURSE OF BUSINESS;
(B) SALES, TRANSFERS, LEASES AND OTHER DISPOSITIONS TO THE BORROWER OR A
SUBSIDIARY, PROVIDED THAT ANY SUCH SALES, TRANSFERS, LEASES OR OTHER
DISPOSITIONS INVOLVING A SUBSIDIARY THAT IS NOT A LOAN PARTY SHALL BE MADE IN
COMPLIANCE WITH SECTION 6.09;
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(C) SALES, TRANSFERS AND OTHER DISPOSITIONS OF ACCOUNTS RECEIVABLE IN CONNECTION
WITH THE COMPROMISE, SETTLEMENT OR COLLECTION THEREOF CONSISTENT WITH PAST
PRACTICE;
(D) SALES, TRANSFERS, LEASES AND OTHER DISPOSITIONS OF PROPERTY TO THE EXTENT
THAT SUCH PROPERTY CONSTITUTES AN INVESTMENT PERMITTED BY CLAUSE (F), (H) OR (J)
OF SECTION 6.04 OR ANOTHER ASSET RECEIVED AS CONSIDERATION FOR THE DISPOSITION
OF ANY ASSET PERMITTED BY THIS SECTION (IN EACH CASE, OTHER THAN EQUITY
INTERESTS IN A SUBSIDIARY, UNLESS ALL EQUITY INTERESTS IN SUCH SUBSIDIARY ARE
SOLD);
(E) SALE AND LEASEBACK TRANSACTIONS NOT PROHIBITED BY ANY OTHER SECTION OF THIS
ARTICLE VI;
(F) LEASES ENTERED INTO IN THE ORDINARY COURSE OF BUSINESS, TO THE EXTENT THAT
THEY DO NOT MATERIALLY INTERFERE WITH THE BUSINESS OF HOLDINGS,