AMOUNT OF ALL SUCH LOANS DOES NOT
EXCEED $1,000,000 AT ANY TIME;
(E)
(I) LOANS TO FRANCHISE OPERATORS AND OWNERS OF FRANCHISES ACQUIRED
OR FUNDED PURSUANT TO THE SUNTRUST LOAN FACILITY AGREEMENT, THE LOAN AGREEMENT
RELATING TO THE ROSEY RENTALS GUARANTEE, THE RBC AGREEMENT AND THE SOUTHTRUST
AGREEMENT AND (II) OTHER ADEQUATELY SECURED AND PROPERLY MONITORED LOANS TO
FRANCHISE OPERATORS AND OWNERS OF FRANCHISES IN AN AGGREGATE PRINCIPAL AMOUNT
OUTSTANDING, TOGETHER WITH LOANS OUTSTANDING UNDER CLAUSE (I) OF THIS PARAGRAPH
6I(E), NOT TO EXCEED THE AGGREGATE FACILITY AMOUNTS AVAILABLE FOR BORROWING BY
FRANCHISE OPERATORS THAT THE COMPANY IS PERMITTED TO GUARANTEE PURSUANT TO
PARAGRAPH 6E(F);
(F)
LOANS BY THE COMPANY TO FOREIGN SUBSIDIARIES, PROVIDED THAT THE
AMOUNT OF SUCH LOANS TOGETHER WITH THE AGGREGATE PRINCIPAL AMOUNT OF GUARANTEES
PERMITTED PURSUANT TO PARAGRAPH 6E(H) HEREOF DOES NOT EXCEED $10,000,000 IN THE
AGGREGATE AT ANY TIME;
(G)
INVESTMENTS (OTHER THAN PERMITTED INVESTMENTS) EXISTING ON THE
DATE HEREOF AND SET FORTH ON SCHEDULE 6I (INCLUDING INVESTMENTS IN
SUBSIDIARIES); AND
(H)
OTHER INVESTMENTS NOT TO EXCEED $10,000,000 IN THE AGGREGATE AT
ANY TIME.
6J.
Restrictive Agreements.
The Company will not, and will not permit
any Subsidiary to, directly or indirectly, enter into, incur or permit to exist
any agreement that prohibits, restricts or imposes any condition upon (a) the
ability of the Company or any Subsidiary to create, incur or permit any Lien
upon any of its assets or properties, whether now owned or hereafter acquired,
or (b) the ability of any Subsidiary to pay dividends or other distributions
with respect to its common stock, to make or repay loans or advances to the
Company or any other Subsidiary, to Guarantee Indebtedness of the Company or any
other Subsidiary or to transfer any of its property or assets to the Company or
any Subsidiary of the Company; provided, that (i) the foregoing shall not apply
to restrictions or conditions imposed by law or by this Agreement, the SunTrust
Agreement, the SunTrust Loan Facility Agreement, the Synthetic Lease Documents,
the Industrial Revenue Bonds, the RBC Agreement or the Existing Note Purchase
Agreement, (ii) the foregoing shall not apply to customary restrictions and
conditions contained in agreements relating to the sale of a Subsidiary pending
such sale, provided such restrictions and conditions apply only to the
Subsidiary that is sold and such sale is permitted hereunder, (iii) clause
(a) shall not apply to restrictions or conditions imposed by any agreement
relating to secured Indebtedness permitted by this Agreement if such
restrictions and conditions apply only to the property or assets securing such
Indebtedness, and (iv) clause (a) shall not apply to customary provisions in
leases restricting the assignment thereof.
6K.
Amendments to Material Documents.
The Company will not, and will
not permit any Subsidiary to, amend, modify or waive any of its rights in a
manner that would have a Material Adverse Effect under their respective
certificates of incorporation, bylaws or other organizational documents.
16
6L.
Accounting Changes.
The Company will not, and will not