BORROWER OR ANY OTHER SUBSIDIARY OF THE PARENT BORROWER OR (C) TRANSFER
ANY OF ITS ASSETS TO THE PARENT BORROWER OR ANY OTHER SUBSIDIARY OF THE PARENT
BORROWER, EXCEPT FOR SUCH ENCUMBRANCES OR RESTRICTIONS EXISTING UNDER OR BY
REASON OF (I) ANY RESTRICTIONS EXISTING UNDER THE LOAN DOCUMENTS, (II) ANY
RESTRICTIONS WITH RESPECT TO A SUBSIDIARY IMPOSED PURSUANT TO AN AGREEMENT THAT
HAS BEEN ENTERED INTO IN CONNECTION WITH THE DISPOSITION OF ALL OR SUBSTANTIALLY
ALL OF THE CAPITAL STOCK OR ASSETS OF SUCH SUBSIDIARY, AND (III) ANY
RESTRICTIONS ON THE ABILITY OF ANY SUBSIDIARY TO TRANSFER ANY SUCH ASSET IMPOSED
BY THE PROVISIONS OF THE DOCUMENTATION PURSUANT TO WHICH THERE SHALL HAVE BEEN
CREATED A LIEN PERMITTED BY SECTION 7.3.
7.15
LINES OF BUSINESS.
ENTER INTO ANY BUSINESS,
EITHER DIRECTLY OR THROUGH ANY SUBSIDIARY, EXCEPT FOR THE MANUFACTURE,
DISTRIBUTION AND SALE OF PERSONAL PROTECTION AND SAFETY EQUIPMENT AND RELATED
PRODUCTS.
7.16
LIMITATION ON LEASE EXPENSE.
PERMIT LEASE
EXPENSE TO EXCEED $12,500,000 FOR ANY FISCAL YEAR OF THE PARENT BORROWER;
PROVIDED THAT, THE AMOUNT OF LEASE EXPENSE THAT WOULD OTHERWISE BE PERMITTED IN
ANY SUCH FISCAL YEAR PURSUANT TO THIS SECTION 7.16 MAY BE INCREASED IN AN AMOUNT
PROPORTIONATE
94
TO THE INCREASE IN CONSOLIDATED EBITDA RESULTING FROM PERMITTED ACQUISITIONS,
AND ANY SUCH INCREASE SHALL BE CALCULATED BASED UPON THE CONSOLIDATED EBITDA OF
PARENT BORROWER FOR THE TWELVE MONTHS IMMEDIATELY PRECEDING THE CONSUMMATION OF
THE PERMITTED ACQUISITION AND ON A PRO FORMA BASIS FOR THE PERMITTED ACQUISITION
AS IF SUCH PERMITTED ACQUISITION WAS COMPLETED ON THE FIRST DAY OF SUCH PERIOD.
7.17
CHANGE OF NAME.
PERMIT THE CANADIAN BORROWER OR
ANY CANADIAN SUBSIDIARY GUARANTOR TO CHANGE ITS NAME, UNLESS A 30-DAY PRIOR
WRITTEN NOTICE HAS BEEN GIVEN TO THE CANADIAN AGENT.
7.18
ANTI-TERRORISM LAW; ANTI-MONEY LAUNDERING.
(A)
DIRECTLY OR INDIRECTLY, (I) KNOWINGLY
CONDUCT ANY BUSINESS OR ENGAGE IN MAKING OR RECEIVING ANY CONTRIBUTION OF FUNDS,
GOODS OR SERVICES TO OR FOR THE BENEFIT OF ANY PERSON DESCRIBED IN SECTION 4.27,
(II) KNOWINGLY DEAL IN, OR OTHERWISE ENGAGE IN ANY TRANSACTION RELATING TO, ANY
PROPERTY OR INTERESTS IN PROPERTY BLOCKED PURSUANT TO THE EXECUTIVE ORDER OR ANY
OTHER ANTI-TERRORISM LAW, OR (III) KNOWINGLY ENGAGE IN OR CONSPIRE TO ENGAGE IN
ANY TRANSACTION THAT EVADES OR AVOIDS, OR HAS THE PURPOSE OF EVADING OR
AVOIDING, OR ATTEMPTS TO VIOLATE, ANY OF THE PROHIBITIONS SET FORTH IN ANY
ANTI-TERRORISM LAW (AND THE LOAN PARTIES SHALL DELIVER TO THE LENDERS ANY
CERTIFICATION OR OTHER EVIDENCE REQUESTED FROM TIME TO TIME BY ANY LENDER IN ITS
REASONABLE DISCRETION, CONFIRMING THE LOAN PARTIES' COMPLIANCE WITH THIS
SECTION 7.18).
(B)
CAUSE OR PERMIT ANY OF THE FUNDS OF SUCH
LOAN PARTY THAT ARE USED TO REPAY THE LOANS TO BE DERIVED FROM ANY UNLAWFUL
ACTIVITY WITH THE RESULT THAT THE MAKING OF THE LOANS WOULD BE IN VIOLATION OF
ANY REQUIREMENT OF LAW.
7.19
EMBARGOED PERSON.
CAUSE OR PERMIT (A) ANY OF THE
FUNDS OR PROPERTIES OF THE LOAN PARTIES THAT ARE USED TO REPAY THE