SO LONG AS ANY SUCH NET CASH EQUITY PROCEEDS ARE ACTUALLY USED TO
FUND A PERMITTED ACQUISITION WITHIN 90 DAYS OF SUCH RECEIPT BY BORROWER; AND
PROVIDED FURTHER THAT THE AMOUNT OF CONSIDERATION PAID IN RESPECT OF ANY
ACQUISITION, REGARDLESS OF THE FORM OF THAT CONSIDERATION, SHALL BE DEEMED TO BE
THE TOTAL PURCHASE PRICE OF SUCH ACQUISITION (INCLUDING ALL FEES AND EXPENSES
PAID IN CONNECTION THEREWITH), REGARDLESS OF HOW ANY PORTION OF
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SUCH PURCHASE PRICE MAY BE TREATED FOR PURPOSES OF CALCULATING CONSOLIDATED
EBITDA HEREUNDER OR FOR ANY OTHER PURPOSE.
(F)
INVESTMENTS OF BORROWER AND ITS SUBSIDIARIES IN PERMITTED SWAP
OBLIGATIONS;
(G)
ADVANCES TO OFFICERS, DIRECTORS AND EMPLOYEES OF BORROWER AND ITS
SUBSIDIARIES FOR TRAVEL, ENTERTAINMENT, RELOCATION AND ANALOGOUS ORDINARY
BUSINESS PURPOSES;
(H)
INVESTMENTS OF BORROWER IN ANY OF ITS SUBSIDIARIES AND INVESTMENTS
OF ANY SUBSIDIARY OF BORROWER IN BORROWER OR ANOTHER SUBSIDIARY OF BORROWER;
PROVIDED, HOWEVER, THAT IN THE CASE OF ANY SUCH INVESTMENTS THAT ARE EQUITY
INVESTMENTS, THE EQUITY SECURITIES REPRESENTED THEREBY SHALL BE PLEDGED TO THE
ADMINISTRATIVE AGENT PURSUANT TO THE PLEDGE AND SECURITY AGREEMENT; AND PROVIDED
FURTHER, THAT THE AGGREGATE AMOUNT OF INVESTMENTS BY BORROWER AND GUARANTORS IN
FOREIGN SUBSIDIARIES AND NON-GUARANTOR SUBSIDIARIES (WHICH ARE NOT OTHERWISE
PERMITTED UNDER THIS SECTION 7.5), OTHER THAN INVESTMENTS IN RESPECT OF ANY
INDEBTEDNESS OF FOREIGN SUBSIDIARIES IN EXISTENCE ON THE CLOSING DATE AS SET
FORTH ON SCHEDULE 7.1(E) THAT HAS BEEN CONVERTED INTO EQUITY INTERESTS IN SUCH
SUBSIDIARY AFTER THE DATE HEREOF, DOES NOT EXCEED $550,000 AT ANY TIME
OUTSTANDING;
(I)
EXTENSIONS OF CREDIT TO CUSTOMERS OR SUPPLIERS OF BORROWER AND
ITS SUBSIDIARIES IN THE ORDINARY COURSE OF BUSINESS AND ANY INVESTMENTS RECEIVED
IN SATISFACTION OR PARTIAL SATISFACTION THEREOF;
(J)
GUARANTY OBLIGATIONS PERMITTED BY SECTION 7.1;
(K)
INVESTMENTS RECEIVED BY BORROWER OR ANY OF ITS SUBSIDIARIES AS
DISTRIBUTIONS ON CLAIMS IN CONNECTION WITH THE BANKRUPTCY OR REORGANIZATION OF
CUSTOMERS OR SUPPLIERS AND IN SETTLEMENT OF DELINQUENT OBLIGATIONS OF, AND OTHER
DISPUTES WITH, CUSTOMERS AND SUPPLIERS ARISING IN THE ORDINARY COURSE OF
BUSINESS;
(L)
INVESTMENTS OF ANY SUBSIDIARY EXISTING AT THE TIME IT BECOMES A
SUBSIDIARY OF BORROWER, PROVIDED THAT SUCH INVESTMENTS WERE NOT MADE IN
ANTICIPATION OF SUCH PERSON BECOMING A SUBSIDIARY OF BORROWER; AND
(M)
INVESTMENTS CONSISTING OF LOANS TO EMPLOYEES, OFFICERS AND
DIRECTORS, THE PROCEEDS OF WHICH SHALL BE USED TO PURCHASE EQUITY SECURITIES OF
BORROWER OR ITS SUBSIDIARIES AND
(N)
OTHER INVESTMENTS NOT EXCEEDING $2,750,000 IN THE AGGREGATE AT ANY
TIME OUTSTANDING.
7.6
RESTRICTED PAYMENTS.
Make any Restricted Payments, except as follows:
(A)
BORROWER OR ANY SUBSIDIARY, AS APPLICABLE, MAY PAY DIVIDENDS OR
OTHER DISTRIBUTIONS (I) ON ACCOUNT OF ANY SHARES OF ANY CLASS OF CAPITAL STOCK
OF BORROWER NOW OR HEREAFTER OUTSTANDING SOLELY IN SHARES OF THAT CLASS OF STOCK
TO HOLDERS OF THAT CLASS OR (II) PAYABLE BY A SUBSIDIARY TO BORROWER OR TO A
GUARANTOR SUBSIDIARY;
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(B)
BORROWER MAY DISTRIBUTE RIGHTS PURSUANT TO A SHAREHOLDER RIGHTS
PLAN OR REDEEM SUCH RIGHTS, PROVIDED THAT SUCH REDEMPTION IS IN ACCORDANCE