Common use of Advances, Investments, Loans, Purchase of Assets Clause in Contracts

Advances, Investments, Loans, Purchase of Assets. The Company will not, and will not permit any of its Subsidiaries to, directly or indirectly, (w) lend money or credit or make advances to any Person, (x) purchase or otherwise acquire (in one or a series of related transactions) any part of the property or assets of any Person (including, without limitation, any Capital Stock or other securities of any other Person), but excluding purchases or other acquisitions of inventory, materials, equipment and other real and personal assets (other than assets constituting, or a Person (including the Capital Stock of a Person) engaged in, a business) used or to be used in the business of the Company and its Subsidiaries, (y) make any capital contribution to any other Person or (z) purchase or own a futures contract or otherwise become liable for the purchase or sale of currency or other commodities at a future date in the nature of a futures contract, except that the following shall be permitted (each, an “Investment”): (i) the Company and its Subsidiaries may acquire and hold accounts receivables owing to any of them, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms; (ii) the Company and its Subsidiaries may acquire and hold cash and Cash Equivalents; (iii) the Company and its Subsidiaries may (x) make loans and advances in the ordinary course of business to their respective employees so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $1,000,000 and (y) make loans to members of management to fund their purchase of equity interests of the Company so long as no cash is paid by the Company or any of its Subsidiaries in connection therewith (or any cash so paid is promptly (and in any event within one Business Day) returned to the Company or such Subsidiary; (iv) the Company and its Subsidiaries may enter into Interest Rate Protection Agreements to the extent permitted by Section 8.04(v); (v) the Company and its Subsidiaries may enter into Other Hedging Agreements to the extent permitted by Section 8.04(vi); (vi) investments in existence on the Restatement Effective Date and listed on Schedule 8.05 shall be permitted, without giving effect to any additions thereto or replacements thereof (provided that intercompany investments listed on Schedule 8.05 may be repaid or redeemed and re-advanced or re-contributed as new intercompany investments up to the amount of such investments in effect as of the Restatement Effective Date); (vii) any Credit Party may make intercompany loans to any other Credit Party, (B) any Subsidiary of the Company may make intercompany loans to any Credit Party and (C) any Foreign Subsidiary may make intercompany loans to another Foreign Subsidiary (collectively, “Intercompany Loans”); provided, that in the case of (A) and (B) only (x) each Intercompany Loan shall be evidenced by an Intercompany Note, (y) each Intercompany Note issued to the Company or any Subsidiary Guarantor shall be pledged to the Collateral Agent pursuant to the Pledge Agreement and (z) each Intercompany Note issued to a Subsidiary of the Company that is not a Credit Party shall contain subordination provisions reasonably satisfactory to the Administrative Agent; (viii) the Company and its Subsidiaries may make intercompany loans to, or investments in, any of its Foreign Subsidiaries in the form of cash or Cash Equivalents; (ix) the Company and the Subsidiary Guarantors may make equity contributions to the capital of their respective Subsidiaries which are Credit Parties; (x) the Company and its Subsidiaries may create or acquire new Subsidiaries to the extent otherwise permitted hereunder; (xi) the Company and its Subsidiaries may transfer inventory or equipment not otherwise reasonably required for the operations of the Company or any of its Domestic Subsidiaries to any Foreign Subsidiary to the extent such Foreign Subsidiary pays for such inventory or equipment in cash equal to the fair market value thereof; (xii) the Company and its Subsidiaries shall be permitted to make Capital Expenditures; (xiii) the Company and its Subsidiaries may enter into transactions permitted under Section 8.02; (xiv) the Company and its Subsidiaries may enter into guarantees to the extent permitted by Section 8.04; (xv) subject to the provisions of this Section 8.05(xv) and the requirements contained in the definition of Permitted Acquisition, the Qualified Credit Parties and Wholly-Owned Foreign Subsidiaries of the Company may from time to time after the Restatement Effective Date effect Permitted Acquisitions, so long as (i) no Default or Event of Default is in existence at the time of the consummation of such Permitted Acquisition or would result after giving pro forma effect thereto and all representations and warranties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties were made on and as of the date of such Permitted Acquisition (both before and after giving effect thereto), unless stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date, (ii) the aggregate consideration for all Permitted Acquisitions effected after the Restatement Effective Date pursuant to this clause (xv) (excluding Qualified Stock of the Company (or options or warrants for Qualified Stock of the Company) issued as consideration for such Permitted Acquisition), together with all other Dividends and advances, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xviii), does not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any outstanding advances, loans or investments previously or concurrently made pursuant to Section 8.05(xviii)(A)) plus (B) the Permitted Dividend Amount as in effect at the time of such Permitted Acquisition; provided that (x) the limitation set forth in this clause (ii) shall not apply with respect to the acquisition of a domestic entity or assets of a domestic entity (and consideration for Permitted Acquisitions effected pursuant to this clause (x) of this proviso shall not be deducted from the foregoing limitation) if, after giving effect to such Permitted Acquisition, the Interest Coverage Ratio for the then most recently ended Test Period is greater than 2.00:1.00 determined on a pro forma basis and (y) in the case of any Permitted Acquisition which is of foreign entity or assets of a foreign entity, the amount which is available for such Permitted Acquisitions pursuant to this clause (ii) shall be increased by $150,000,000, (iii) in the case of acquisitions effected by any Credit Party, such Credit Party is able to, and does, xxxxx x Xxxx to the Collateral Agent for the benefit of the Secured Creditors on and security interest in assets acquired thereby in connection with such Permitted Acquisition and (iv) the Company shall have delivered to the Administrative Agent an officer’s certificate executed by an Authorized Officer of the Company, certifying to the best of his or her knowledge, compliance with the requirements of preceding clauses (i) through (iii); (xvi) investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (xvii) investments of any Person existing at the time such Person becomes a Subsidiary of the Company or at the time such Person merges or consolidates with the Company or any of its Subsidiaries, in either case, as the result of a Permitted Acquisition in compliance with the terms of this Agreement; provided that such investments were not made by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Subsidiary of the Company or such merger or consolidation; (xviii) in addition to the other exceptions set forth in this Section 8.05, the Company and its Subsidiaries may make additional advances, capital contributions, investments and loans after the Restatement Effective Date to the extent not otherwise permitted under this Section 8.05 so long as the aggregate amount of such advances, capital contributions, investments and loans, together with all other advances, capital contributions, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xv)(ii)(x) at that time outstanding, shall not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any Permitted Acquisitions previously or concurrently made pursuant to Section 8.05(xv)(ii)(A)) plus (B) the Permitted Dividend Amount as in effect at the time of such advances, investments and loans; (xix) investments made after the Original Closing Date in the Asian Latex Businesses in an aggregate amount not to exceed $25,000,000; (xx) Investments to the extent such Investment represents the non-cash portion of the consideration received in an Asset Sale as permitted pursuant to the second and third to last paragraphs of Section 8.02; and (xxi) Investments made in connection with effecting the transactions set forth on Schedule 1.01(c).

Advances, Investments, Loans, Purchase of Assets. The Company Holdings and the Borrowers will not, and will not permit any of its their Subsidiaries to, directly or indirectly, (w) lend money or credit or make advances to any Person, (x) purchase or otherwise acquire (in one or a series of related transactions) any part of the property or assets of any Person (including, without limitation, any Capital Stock stock, obligations or securities of, or any other securities of interest in, any other Person), but excluding purchases or other acquisitions of inventory, materials, equipment and other real tangible and personal intangible assets (other than assets constituting, or a Person (including the Capital Stock of a Person) engaged in, a business) used or to be used in the business ordinary course of the Company and its Subsidiariesbusiness), (y) make any capital contribution to any other Person or (z) purchase or own a futures contract or otherwise become liable for the purchase or sale of currency or other commodities at a future date in the nature of a futures contract, except that the following shall be permitted (each, an “Investment”):permitted: (i) the Company Holdings and its Subsidiaries may acquire and hold accounts receivables owing to any of them, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms; (ii) the Company Holdings and its Subsidiaries may acquire and hold cash and Cash Equivalents; (iii) the Company Holdings and its Subsidiaries may (x) make loans and advances in the ordinary course of business to their respective employees so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $1,000,000 1,500,000, (y) make loans and advances to their respective employees for the purpose of enabling such employees to pay tax liabilities arising as a result of the vesting or acceleration of restricted stock or the exercise of options or warrants to purchase Holdings Common Stock, so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $350,000, and (yz) make loans to members of management to fund their purchase of equity interests of the Company Holdings so long as no cash is paid by the Company Holdings or any of its Subsidiaries in connection therewith (or any cash so paid is promptly (and in any event within one Business Day) returned to the Company Holdings or such Subsidiary); (iv) the Company and its Subsidiaries Borrowers may enter into Interest Rate Protection Agreements to the extent permitted by Section 8.04(v8.04(vi); (v) the Company Holdings and its Subsidiaries may enter into Other Hedging Agreements to the extent permitted by Section 8.04(vi8.04(vii); (vi) investments in existence on the Restatement Effective Initial Borrowing Date and in Subsidiaries of Holdings or listed on Schedule 8.05 X shall be permitted, without giving effect to any additions thereto or replacements thereof (provided that intercompany investments listed on Schedule 8.05 may be repaid or redeemed and re-advanced or re-contributed as new intercompany investments up to the amount of such investments in effect as of the Restatement Effective Date)thereof; (vii) any Credit Party GWR may make intercompany loans to or other investments in any other Credit PartyBorrower or any Subsidiary Guarantor, (B) any Subsidiary of the Company GWR may make intercompany loans to or other investments in GWR or any Credit Party other Borrower or any Subsidiary Guarantor, and (C) any Foreign Subsidiary Guarantor may make intercompany loans to another Foreign or other investments in any other Subsidiary Guarantor (any such intercompany loans, collectively, “"Intercompany Loans”"); provided, that in provided that, on and after the case of (A) and (B) only (x) each 30th day following the Initial Borrowing Date, if any such Intercompany Loan is evidenced by a promissory note or other instrument, such promissory note or instrument shall be evidenced by an Intercompany Note, (y) each and such Intercompany Note Note, to the extent issued to the Company any Borrower or any Subsidiary Guarantor Guarantor, shall be pledged to the Collateral Agent pursuant to the Pledge Agreement (provided, further, that all Intercompany Loans owing to GGH or GWH shall be evidenced by such Intercompany Notes and (z) each Intercompany Note issued to a Subsidiary of the Company that is not a Credit Party shall contain subordination provisions reasonably satisfactory pledged pursuant to the Administrative AgentPledge Agreement); (viii) the Company and its Subsidiaries any Foreign Subsidiary may make intercompany loans to or other investments in any other Foreign Subsidiary; (ix) Holdings, any Borrower or any Subsidiary Guarantor may make intercompany loans to, or investments in, any of its Foreign Subsidiaries in Subsidiary (any such intercompany loans, collectively, "Foreign Subsidiary Loans"), provided that (x) such Foreign Subsidiary Loans and investments made after the form of cash or Cash Equivalents; Initial Borrowing Date shall not exceed $30,000,000 at any time outstanding and (ixy) on and after the Company and 30th day following the Initial Borrowing Date all Foreign Subsidiary Guarantors may make equity contributions Loans shall be evidenced by Intercompany Notes which are pledged to the capital of their respective Subsidiaries which are Credit PartiesCollateral Agent pursuant to the Pledge Agreement; (x) the Company and its Subsidiaries may create or acquire new Subsidiaries to the extent otherwise permitted hereunder; (xi) the Company and its Subsidiaries may transfer inventory or equipment not otherwise reasonably required for the operations of the Company or any of its Domestic Subsidiaries to any Foreign Subsidiary to the extent such Foreign Subsidiary pays for such inventory or equipment in cash equal to the fair market value thereof; (xii) the Company GWR and its Subsidiaries shall be permitted to make Capital ExpendituresExpenditures to the extent permitted under Section 8.07; (xiiixi) the Company Holdings and its Subsidiaries may enter into transactions permitted under Section 8.02; (xivxii) the Company Holdings and its Subsidiaries may enter into guarantees to the extent permitted by Section 8.04; (xvxiii) subject to GWR and any Subsidiary of GWR may make Permitted Acquisitions in accordance with the definition thereof and the other provisions of this Section 8.05(xv) and the requirements contained in the definition of Permitted Acquisition, the Qualified Credit Parties and Wholly-Owned Foreign Subsidiaries of the Company may from time to time after the Restatement Effective Date effect Permitted Acquisitions, so long as (i) no Default or Event of Default is in existence at the time of the consummation of such Permitted Acquisition or would result after giving pro forma effect thereto and all representations and warranties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties were made on and as of the date of such Permitted Acquisition (both before and after giving effect thereto), unless stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date, (ii) the aggregate consideration for all Permitted Acquisitions effected after the Restatement Effective Date pursuant to this clause (xv) (excluding Qualified Stock of the Company (or options or warrants for Qualified Stock of the Company) issued as consideration for such Permitted Acquisition), together with all other Dividends and advances, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xviii), does not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any outstanding advances, loans or investments previously or concurrently made pursuant to Section 8.05(xviii)(A)) plus (B) the Permitted Dividend Amount as in effect at the time of such Permitted Acquisition; provided that (x) the limitation set forth in this clause (ii) shall not apply with respect to the acquisition of a domestic entity or assets of a domestic entity (and consideration for Permitted Acquisitions effected pursuant to this clause (x) of this proviso shall not be deducted from the foregoing limitation) if, after giving effect to such Permitted Acquisition, the Interest Coverage Ratio for the then most recently ended Test Period is greater than 2.00:1.00 determined on a pro forma basis and (y) in the case of any Permitted Acquisition which is of foreign entity or assets of a foreign entity, the amount which is available for such Permitted Acquisitions pursuant to this clause (ii) shall be increased by $150,000,000, (iii) in the case of acquisitions effected by any Credit Party, such Credit Party is able to, and does, xxxxx x Xxxx to the Collateral Agent for the benefit of the Secured Creditors on and security interest in assets acquired thereby in connection with such Permitted Acquisition and (iv) the Company shall have delivered to the Administrative Agent an officer’s certificate executed by an Authorized Officer of the Company, certifying to the best of his or her knowledge, compliance with the requirements of preceding clauses (i) through (iii)Agreement; (xvixiv) investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (xviixv) investments of any Person existing at the time such Person becomes a Subsidiary of the Company GWR or at the time such Person merges or consolidates with the Company GWR or any of its Subsidiaries, in either case, as the result of a Permitted Acquisition in compliance with the terms of this Agreement; , provided that such investments were not made by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Subsidiary of the Company GWR or such merger or consolidation;; and (xviiixvi) in addition to the other exceptions set forth in this Section 8.05, the Company GWR and its Subsidiaries may make additional advances, capital contributions, investments and loans after the Restatement Effective Initial Borrowing Date to the extent not otherwise permitted under this Section 8.05 (including, without limitation, joint venture investments) so long as the aggregate amount of such advances, capital contributions, investments and loans, together with all other advances, capital contributions, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xv)(ii)(x) at that time outstanding, shall not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any Permitted Acquisitions previously or concurrently made pursuant to Section 8.05(xv)(ii)(A)) plus (B) the Permitted Dividend Unrecovered Amount as in effect at the time of such advances, investments and loans; (xix) investments made after the Original Closing Date loans does not exceed $10,000,000 in the Asian Latex Businesses in an aggregate amount not to exceed $25,000,000; (xx) Investments plus the proceeds of any equity issuance, to the extent such Investment represents the non-cash portion of the consideration received in an Asset Sale as permitted proceeds are not required to be applied to repay Term Loans pursuant to the second Section 4.02(d), not applied to make a Permitted Acquisition and third not applied to last paragraphs of make Capital Expenditures pursuant to Section 8.02; and (xxi) Investments made in connection with effecting the transactions set forth on Schedule 1.01(c8.07(c)).

Advances, Investments, Loans, Purchase of Assets. The Company Holdings and the Borrower will not, and will not permit any of its their Subsidiaries to, directly or indirectly, (w) lend money or credit or make advances to any Person, (x) purchase or otherwise acquire (in one or a series of related transactions) any part of the property or assets of any Person (including, without limitation, any Capital Stock stock, obligations or securities of, or any other securities of interest in, any other Person), but excluding purchases or other acquisitions of inventory, materialsmaterials and equipment (and, equipment to the extent consistent with the Borrowers past practices, other tangible and other real and personal assets (other than assets constituting, or a Person (including the Capital Stock of a Personintangible assets) engaged in, a business) used or to be used in the business ordinary course of the Company and its Subsidiariesbusiness), (y) make any capital contribution to any other Person or (z) purchase or own a futures contract or otherwise become liable for the purchase or sale of currency or other commodities at a future date in the nature of a futures contract, except that the following shall be permitted (each, an “Investment”):permitted: (i) the Company Borrower and its Subsidiaries may acquire and hold accounts receivables owing to any of them, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms; (ii) the Company Holdings and its Subsidiaries may acquire and hold cash and Cash Equivalents; (iii) the Company Holdings and its Subsidiaries may (x) make loans and advances in the ordinary course of business to their respective employees so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $1,000,000 5,000,000 and (y) make loans to members of management to fund their purchase of equity interests of the Company Holdings so long as no cash is paid by the Company Holdings or any of its Subsidiaries in connection therewith (or any cash so paid is promptly (and in any event within one Business Day) returned to the Company Holdings or such Subsidiary; (iv) the Company and its Subsidiaries Borrower may enter into Interest Rate Protection Agreements to the extent permitted by Section 8.04(v9.04(vi); (v) the Company Borrower and its Subsidiaries may enter into Other Hedging Agreements to the extent permitted by Section 8.04(vi9.04(vii); (vi) investments in existence on the Restatement Effective Initial Borrowing Date and listed on Schedule 8.05 XII shall be permitted, without giving effect to any additions thereto or replacements thereof (provided that intercompany investments listed on Schedule 8.05 may be repaid or redeemed and re-advanced or re-contributed as new intercompany investments up to the amount of such investments in effect as of the Restatement Effective Date)thereof; (vii) the Borrower may make intercompany loans to any Credit Party Subsidiary Guarantor, any Subsidiary of the Borrower may make intercompany loans to the Borrower, and any Subsidiary Guarantor may make intercompany loans to any other Credit Party, (B) any Subsidiary of the Company may make intercompany loans to any Credit Party and (C) any Foreign Subsidiary may make intercompany loans to another Foreign Subsidiary Guarantor (collectively, “Intercompany Loans”); , provided, that in the case of (A) and (B) only (x) each Intercompany Loan shall be evidenced by an Intercompany Note, Note and (y) each Intercompany Note issued to the Company Borrower or any Subsidiary Guarantor shall be pledged to the Collateral Agent pursuant to the Pledge Agreement and (z) each Intercompany Note issued to a Subsidiary of the Company that is not a Credit Party shall contain subordination provisions reasonably satisfactory to the Administrative AgentAgreement; (viii) the Company and its Subsidiaries Borrower may make intercompany loans to, or investments in, any of its Foreign Subsidiaries in the form of cash or Cash Equivalents(collectively, “Foreign Subsidiary Loans”), provided that such Foreign Subsidiary Loans shall not exceed $10,000,000 at any time outstanding; (ix) Holdings may make equity contributions to the Company capital of the Borrower, and the Borrower and the Subsidiary Guarantors may make equity contributions to the capital of their respective Subsidiaries which are Credit PartiesSubsidiary Guarantors in an amount not to exceed the sum of (a) $5,000,000 and (b) the amount of equity contributions made by Holdings to the Borrower pursuant to clause (b) above; (x) the Company Borrower and its Subsidiaries may create or acquire new Subsidiaries to the extent otherwise permitted hereunder; (xi) Holdings and its Subsidiaries may purchase equity interests in Holdings to the Company extent permitted pursuant to Section 9.03(v); (xii) the Borrower and its Subsidiaries may transfer inventory or equipment not otherwise reasonably required for the operations of the Company Borrower or any of its Domestic Subsidiaries to any Foreign Subsidiary to the extent such Foreign Subsidiary pays for such inventory or equipment in cash equal to the fair market value thereof; (xiixiii) the Company Borrower and its Subsidiaries shall be permitted to make Capital ExpendituresExpenditures to the extent permitted under Section 9.07; (xiiixiv) the Company Borrower and its Subsidiaries may enter into transactions permitted under Section 8.029.02; (xivxv) the Company Borrower and its Subsidiaries may enter into guarantees to the extent permitted by Section 8.04; (xv) subject to the provisions of this Section 8.05(xv) and the requirements contained in the definition of Permitted Acquisition, the Qualified Credit Parties and Wholly-Owned Foreign Subsidiaries of the Company may from time to time after the Restatement Effective Date effect Permitted Acquisitions, so long as (i) no Default or Event of Default is in existence at the time of the consummation of such Permitted Acquisition or would result after giving pro forma effect thereto and all representations and warranties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties were made on and as of the date of such Permitted Acquisition (both before and after giving effect thereto), unless stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date, (ii) the aggregate consideration for all Permitted Acquisitions effected after the Restatement Effective Date pursuant to this clause (xv) (excluding Qualified Stock of the Company (or options or warrants for Qualified Stock of the Company) issued as consideration for such Permitted Acquisition), together with all other Dividends and advances, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xviii), does not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any outstanding advances, loans or investments previously or concurrently made pursuant to Section 8.05(xviii)(A)) plus (B) the Permitted Dividend Amount as in effect at the time of such Permitted Acquisition; provided that (x) the limitation set forth in this clause (ii) shall not apply with respect to the acquisition of a domestic entity or assets of a domestic entity (and consideration for Permitted Acquisitions effected pursuant to this clause (x) of this proviso shall not be deducted from the foregoing limitation) if, after giving effect to such Permitted Acquisition, the Interest Coverage Ratio for the then most recently ended Test Period is greater than 2.00:1.00 determined on a pro forma basis and (y) in the case of any Permitted Acquisition which is of foreign entity or assets of a foreign entity, the amount which is available for such Permitted Acquisitions pursuant to this clause (ii) shall be increased by $150,000,000, (iii) in the case of acquisitions effected by any Credit Party, such Credit Party is able to, and does, xxxxx x Xxxx to the Collateral Agent for the benefit of the Secured Creditors on and security interest in assets acquired thereby in connection with such Permitted Acquisition and (iv) the Company shall have delivered to the Administrative Agent an officer’s certificate executed by an Authorized Officer of the Company, certifying to the best of his or her knowledge, compliance with the requirements of preceding clauses (i) through (iii)9.04; (xvi) the Borrower and any other Credit Party may make Permitted Acquisitions in accordance with the definition thereof and the other provisions of this Agreement; (xvii) investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (xviixviii) investments of any Person existing at the time such Person becomes a Subsidiary of the Company Borrower or at the time such Person merges or consolidates with the Company Borrower or any of its Subsidiaries, in either case, as the result of a Permitted Acquisition in compliance with the terms of this Agreement; , provided that such investments were not made by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Subsidiary of the Company Borrower or such merger or consolidation; (xviiixix) investments made after the Initial Borrowing Date in addition joint ventures in an aggregate amount not to exceed $10,000,000; and (xx) the other exceptions set forth in this Section 8.05, the Company Borrower and its Subsidiaries may make additional advances, capital contributions, investments and loans after the Restatement Effective Initial Borrowing Date to the extent not otherwise permitted under this Section 8.05 9.05 so long as the aggregate amount of such advances, capital contributions, investments and loans, together with all other advances, capital contributions, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xv)(ii)(x) at that time outstanding, shall not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any Permitted Acquisitions previously or concurrently made pursuant to Section 8.05(xv)(ii)(A)) plus (B) the Permitted Dividend Unrecovered Amount as in effect at the time of such advances, investments and loans; (xix) investments made after the Original Closing Date loans does not exceed $10,000,000 in the Asian Latex Businesses in an aggregate amount not to exceed $25,000,000; (xx) Investments to the extent such Investment represents the non-cash portion of the consideration received in an Asset Sale as permitted pursuant to the second and third to last paragraphs of Section 8.02; and (xxi) Investments made in connection with effecting the transactions set forth on Schedule 1.01(c)aggregate.

Advances, Investments, Loans, Purchase of Assets. The Company will not, and will not permit any of its their Subsidiaries to, directly or indirectly, (w) lend money or credit or make advances to any Person, (x) purchase or otherwise acquire (in one or a series of related transactions) any part of the property or assets of any Person (including, without limitation, any Capital Stock stock, obligations or securities of, or any other securities of interest in, any other Person), but excluding purchases or other acquisitions of inventory, materials, equipment materials and other real and personal assets (other than assets constituting, or a Person (including the Capital Stock of a Person) engaged in, a business) used or to be used in the business of the Company and its Subsidiariesequipment, (y) make any capital contribution to any other Person or (z) purchase or own a futures contract or otherwise become liable for the purchase or sale of currency or other commodities at a future date in the nature of a futures contract, except that the following shall be permitted (each, an “Investment”):permitted: (i) the Company and its Subsidiaries may acquire and hold accounts receivables owing to any of them, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms; (ii) the Company and its Subsidiaries may acquire and hold cash and Cash Equivalents; (iii) the Company and its Subsidiaries may (x) make loans and advances in the ordinary course of business to their respective employees so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $1,000,000 and (y) make loans to members of management to fund their purchase of equity interests of the Company so long as no cash is paid by the Company or any of its Subsidiaries in connection therewith (or any cash so paid is promptly (and in any event within one Business Day) returned to the Company or such Subsidiary; (iv) the Company and its Subsidiaries may enter into Interest Rate Protection Agreements to the extent permitted by Section 8.04(v); (v) the Company and its Subsidiaries may enter into Other Hedging Agreements to the extent permitted by Section 8.04(vi); (vi) investments in existence on the Restatement Effective Closing Date and listed on Schedule 8.05 shall be permitted, without giving effect to any additions thereto or replacements thereof (provided that intercompany investments listed on Schedule 8.05 may be repaid or redeemed and re-advanced or re-contributed as new intercompany investments up to the amount of such investments in effect as of the Restatement Effective Closing Date); (vii) any Credit Party may make intercompany loans to any other Credit Party, (B) any Subsidiary of the Company may make intercompany loans to any Credit Party and (C) any Foreign Subsidiary may make intercompany loans to another Foreign Subsidiary (collectively, “Intercompany Loans”); provided, that in the case of (A) and (B) only (x) each Intercompany Loan shall be evidenced by an Intercompany Note, (y) each Intercompany Note issued to the Company or any Subsidiary Guarantor shall be pledged to the Collateral Agent pursuant to the Pledge Agreement and (z) each Intercompany Note issued to a Subsidiary of the Company that is not a Credit Party shall contain subordination provisions reasonably satisfactory to the Administrative Agent; (viii) the Company and its Subsidiaries may make intercompany loans to, or investments in, any of its Foreign Subsidiaries in the form of cash or Cash Equivalents(collectively, “Foreign Subsidiary Loans”); (ix) the Company and the Subsidiary Guarantors may make equity contributions to the capital of their respective Subsidiaries which are Credit Parties; (x) the Company and its Subsidiaries may create or acquire new Subsidiaries to the extent otherwise permitted hereunder; (xi) the Company and its Subsidiaries may transfer inventory or equipment not otherwise reasonably required for the operations of the Company or any of its Domestic Subsidiaries to any Foreign Subsidiary to the extent such Foreign Subsidiary pays for such inventory or equipment in cash equal to the fair market value thereof; (xii) the Company and its Subsidiaries shall be permitted to make Capital Expenditures; (xiii) the Company and its Subsidiaries may enter into transactions permitted under Section 8.02; (xiv) the Company and its Subsidiaries may enter into guarantees to the extent permitted by Section 8.04; (xv) subject to the provisions of this Section 8.05(xv) and the requirements contained in the definition of Permitted Acquisition, the Qualified Credit Parties and Wholly-Owned Foreign Subsidiaries of the Company may from time to time after the Restatement Effective Closing Date effect Permitted Acquisitions, so long as (i) no Default or Event of Default is in existence at the time of the consummation of such Permitted Acquisition or would result after giving pro forma effect thereto and all representations and warranties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties were made on and as of the date of such Permitted Acquisition (both before and after giving effect thereto), unless stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date, (ii) the aggregate consideration for all Permitted Acquisitions effected after the Restatement Effective Closing Date pursuant to this clause (xv) (excluding Qualified Stock common equity of the Company (or options or warrants for Qualified Stock common equity of the Company) issued as consideration for such Permitted Acquisition), together with all other Dividends and advances, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xviii)this Section 8.05, does not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any outstanding advances, loans or investments previously or concurrently made pursuant to Section 8.05(xviii)(A)) plus (B) the Permitted Dividend Amount as in effect at the time of such Permitted Acquisition; Acquisition to the extent permitted at such time by clause (iii) of Section 8.03, provided that (x) the limitation set forth in this clause (ii) shall not apply with respect to the acquisition of a domestic entity or assets of a domestic entity (and consideration for Permitted Acquisitions effected pursuant to this clause (x) of this proviso shall not be deducted from the foregoing limitation) if, after giving effect to such Permitted Acquisition, the Interest Coverage Ratio for the then most recently ended Test Period is greater than 2.00:1.00 determined on a pro forma basis and (y) in the case of any Permitted Acquisition which is of foreign entity or assets of a foreign entity, the amount which is available for such Permitted Acquisitions pursuant to this clause (ii) shall be increased by $150,000,000basis, (iii) in the case of acquisitions effected by any Credit Party, such Credit Party is able to, and does, xxxxx x Xxxx to the Collateral Agent for the benefit of the Secured Creditors on and security interest in assets acquired thereby in connection with such Permitted Acquisition and (iv) the Company shall have delivered to the Administrative Agent an officer’s certificate executed by an Authorized Officer of the Company, certifying to the best of his or her knowledge, compliance with the requirements of preceding clauses (i) through (iii); (xvi) investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (xvii) investments of any Person existing at the time such Person becomes a Subsidiary of the Company or at the time such Person merges or consolidates with the Company or any of its Subsidiaries, in either case, as the result of a Permitted Acquisition in compliance with the terms of this Agreement; provided that such investments were not made by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Subsidiary of the Company or such merger or consolidation; (xviii) investments made after the Effective Date in addition the Asian Latex Businesses in an aggregate amount not to exceed $25,000,000; (xix) the Company and its Subsidiaries may make loans, advances, capital contributions and other exceptions set forth investments for the purchase of equity interests in this Section 8.05CPPC-Decorative Products Company Limited and Decorative Products (Singapore) Pte. Ltd.; provided that, after giving effect to such investments, CPPC-Decorative Products Company Limited and Decorative Products (Singapore) Pte. Ltd. shall be Wholly-Owned Subsidiaries of the Company; and (xx) the Company and its Subsidiaries may make additional advances, capital contributions, investments and loans after the Restatement Effective Date to the extent not otherwise permitted under this Section 8.05 so long as the aggregate amount of such advances, capital contributions, investments and loans, together with all other advances, capital contributions, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xv)(ii)(x) at that time outstandingthis Section 8.05, shall not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any Permitted Acquisitions previously or concurrently made pursuant to Section 8.05(xv)(ii)(A)) plus (B) the Permitted Dividend Amount as in effect at the time of such advances, investments and loans; (xix) investments made after the Original Closing Date in the Asian Latex Businesses in an aggregate amount not to exceed $25,000,000; (xx) Investments loans to the extent permitted at such Investment represents the non-cash portion of the consideration received in an Asset Sale as permitted pursuant to the second and third to last paragraphs time by clause (iii) of Section 8.02; and 8.03 and clause (xxixv) Investments made in connection with effecting the transactions set forth on Schedule 1.01(c)of this Section 8.05.

Advances, Investments, Loans, Purchase of Assets. The Company Each of the Parent, Holdings and the Borrower will not, and will not permit any of its their Subsidiaries to, directly or indirectly, (w) lend money or credit or make advances to any Person, (x) purchase or otherwise acquire (in one or a series of related transactions) any part of the property or assets of any Person (including, without limitation, any Capital Stock stock, obligations or securities of, or any other securities of interest in, any other Person), but excluding purchases or other acquisitions of inventory, materials, equipment and other real tangible and personal intangible assets (other than assets constituting, or a Person (including the Capital Stock of a Person) engaged in, a business) used or to be used in the business ordinary course of the Company and its Subsidiariesbusiness), (y) make any capital contribution to any other Person or (z) purchase or own a futures contract or otherwise become liable for the purchase or sale of currency or other commodities at a future date in the nature of a futures contract, except that the following shall be permitted (each, an “Investment”):permitted: (i) the Company Parent and its Subsidiaries may acquire and hold accounts receivables owing to any of them, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms; provided that such terms may include such concessionary terms as the Parent or any such Subsidiary deems reasonable under the circumstances; (ii) the Company Parent and its Subsidiaries may acquire and hold cash and Cash EquivalentsEquivalents and Foreign Subsidiaries may make and own similar investments customary for countries in which they conduct business; (iii) the Company Parent and its Subsidiaries may (x) make loans and advances in the ordinary course of business to their respective employees so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $1,000,000, (y) make loans and advances to their respective employees for the purpose of enabling such employees to pay tax liabilities arising as a result of (I) the vesting or acceleration of restricted stock or membership interests in Holdings or the Parent, and (II) the exercise of options or warrants to purchase the Parent's Common Stock so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $1,000,000 and (yz) make loans to members of management to fund their purchase of equity interests of the Company Parent so long as no cash is paid by the Company Parent or any of its Subsidiaries in connection therewith (or any cash so paid is promptly (and in any event within one Business Day) returned to the Company Parent or such Subsidiary); (iv) the Company and its Subsidiaries Borrower may enter into Interest Rate Protection Agreements to the extent permitted by Section 8.04(v9.04(vi); (v) the Company Borrower and its Subsidiaries may enter into Other Hedging Agreements to the extent permitted by Section 8.04(vi9.04(vii); (vi) investments in existence on the Restatement Effective Initial Borrowing Date and in Subsidiaries of the Parent or listed on Schedule 8.05 X shall be permitted, without giving effect to any additions thereto or replacements thereof (provided that intercompany investments listed on Schedule 8.05 may be repaid or redeemed and re-advanced or re-contributed as new intercompany investments up to the amount of such investments in effect as of the Restatement Effective Date)thereof; (viiA) any Subsidiary of the Borrower may make intercompany loans to, or equity investments in, the Borrower or to any Wholly-Owned Subsidiary of the Borrower which is a Subsidiary Guarantor under the Subsidiary Guaranty and the Borrower may make intercompany loans to, or equity investments in, any Wholly-Owned Domestic Subsidiary of the Borrower which is a Subsidiary Guarantor under the Subsidiary Guaranty, (B) any Credit Party may make intercompany loans to to, or equity investments in, any other Wholly-Owned Subsidiary of the Borrower which is not a Credit Party, provided that the aggregate outstanding principal amount of all such intercompany loans, equity investments and intercompany investments made pursuant to this clause (B) shall not exceed $3,500,000 at any Subsidiary of the Company may make intercompany loans one time (determined without regard to any Credit Party and write-downs or write-offs of such loans), (C) any Foreign Subsidiary may make intercompany loans to another Foreign Subsidiary (collectively, “Intercompany Loans”); provided, that in the case of (A) and (B) only (x) each Intercompany Loan shall be evidenced by an Intercompany Note, (y) each Intercompany Note issued to the Company or any Subsidiary Guarantor shall be pledged to the Collateral Agent pursuant to the Pledge Agreement and (z) each Intercompany Note issued to a Subsidiary of the Company that which is not a Credit Party shall contain subordination provisions reasonably satisfactory to the Administrative Agent; may make intercompany loans to, or other investments in, any other Foreign Subsidiary, (viiiD) the Company Borrower and any of its Subsidiaries may make intercompany loans to, or other investments in, Aearo UK, Aearo Canada and any of their respective Subsidiaries, provided that the aggregate principal amount of all such loans and intercompany investments made pursuant to this clause (D) shall not exceed $2,500,000 at any one time (determined without regard to any write-downs or write-offs of such loans) and (E) any Credit Party may make intercompany loans to, or other investments in, any Subsidiary of the Parent that is not a Credit Party; provided that such Subsidiary promptly makes an intercompany loan to or other investment in, or applies such proceeds toward the repayment of an intercompany loan made by, any Credit Party in a corresponding amount no later than the fifth Business Day from the time such Subsidiary receives such intercompany loan or investment; and provided further, that if any such intercompany loan is evidenced by a promissory note or other instrument, such promissory note or instrument (other than the Swedish Note) shall be an Intercompany Note; (viii) so long as no Default under Section 10.01 or any Event of Default then exists or would result therefrom, the Borrower and its Subsidiaries may make cash equity contributions to their Foreign Subsidiaries to the extent required to cause such Foreign Subsidiary to be in compliance with any local law capitalization requirements; provided that the form of cash or Cash Equivalentsaggregate amount for all such contributions shall not exceed $2,500,000; (ix) the Company and the Subsidiary Guarantors may make equity contributions to the capital of their respective Subsidiaries which are Credit Parties; (x) the Company and its Subsidiaries may create or acquire new Subsidiaries to the extent otherwise permitted hereunder; (xi) the Company and its Subsidiaries may transfer inventory or equipment not otherwise reasonably required for the operations of the Company or any of its Domestic Subsidiaries to any Foreign Subsidiary to the extent such Foreign Subsidiary pays for such inventory or equipment in cash equal to the fair market value thereof; (xii) the Company Parent and its Subsidiaries shall be permitted to make Capital ExpendituresExpenditures to the extent permitted under Section 9.07; (xiiix) the Company Parent and its Subsidiaries may enter into transactions permitted under Section 8.029.02 or 9.11(i) and may acquire and hold promissory notes issued by the purchasers of assets sold in accordance with Section 9.02(ii), Section 9.02(iii) or Section 9.02(xiv); (xivxi) the Company Parent and its Subsidiaries may enter into guarantees to the extent permitted by Section 8.049.04; (xvxii) subject to the Borrower and any Subsidiary of the Borrower (A) may make Permitted Acquisitions in accordance with the definition thereof, Section 8.14 and the other provisions of this Section 8.05(xv) Agreement and the requirements contained in the definition of Permitted Acquisition, the Qualified Credit Parties and Wholly-Owned Foreign Subsidiaries of the Company may from time to time after the Restatement Effective Date effect Permitted Acquisitions, so long as (i) no Default or Event of Default is in existence at the time of the consummation of such Permitted Acquisition or would result after giving pro forma effect thereto and all representations and warranties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties were made on and as of the date of such Permitted Acquisition (both before and after giving effect thereto), unless stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date, (ii) the aggregate consideration for all Permitted Acquisitions effected after the Restatement Effective Date pursuant to this clause (xv) (excluding Qualified Stock of the Company (or options or warrants for Qualified Stock of the Company) issued as consideration for such Permitted Acquisition), together with all other Dividends and advances, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xviii), does not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any outstanding advances, loans or investments previously or concurrently made pursuant to Section 8.05(xviii)(A)) plus (B) make intercompany loans the Permitted Dividend Amount as in effect at proceeds of which are used to pay all or any portion of the time of such cash consideration for any Permitted Acquisition; provided that (x) the limitation set forth in this clause (ii) shall not apply with respect to the acquisition of a domestic entity or assets of a domestic entity (and consideration for Permitted Acquisitions effected pursuant to this clause (x) of this proviso shall not be deducted from the foregoing limitation) if, after giving effect to such Permitted Acquisition, the Interest Coverage Ratio for the then most recently ended Test Period is greater than 2.00:1.00 determined on a pro forma basis and (y) in the case of any Permitted Acquisition which is of foreign entity or assets of a foreign entity, the amount which is available for such Permitted Acquisitions pursuant to this clause (ii) shall be increased by $150,000,000, (iii) in the case of acquisitions effected by any Credit Party, such Credit Party is able to, and does, xxxxx x Xxxx to the Collateral Agent for the benefit of the Secured Creditors on and security interest in assets acquired thereby in connection with such Permitted Acquisition and (iv) the Company shall have delivered to the Administrative Agent an officer’s certificate executed by an Authorized Officer of the Company, certifying to the best of his or her knowledge, compliance with the requirements of preceding clauses (i) through (iii); (xvixiii) the Parent and its Subsidiaries may hold investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (xviixiv) investments of any Person existing at the time such Person becomes a Subsidiary of the Company Borrower or at the time such Person merges or consolidates with the Company Borrower or any of its Subsidiaries, in either case, as the result of a Permitted Acquisition in compliance with the terms of this Agreement; , provided that such investments were not made by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Subsidiary of the Company Borrower or such merger or consolidation; (xv) the Borrower may advance funds to Holdings and, in turn, Holdings may make advances to the Parent so long as the proceeds thereof are promptly used by the Parent to make equity redemptions or repurchases of the type described in Section 9.03(iv) if such redemptions or repurchases take the form of redemptions or repurchases of equity interests in the Parent; (xvi) the Borrower may make investments not otherwise permitted under this Section 9.05 in an amount not to exceed the then Available Retained ECF Amount; (xvii) the Parent and Holdings may make capital contributions and/or loans to any Wholly-Owned Subsidiary in an amount equal to the amount of any indemnity proceeds received by the Parent or Holdings in respect of any A-O Environmental Loss or A-O Respirator Loss (as such terms are respectively defined in the Cabot Acquisition Agreement); (xviii) in addition to the other exceptions set forth in this Section 8.05, the Company Borrower and its Subsidiaries may make additional advances, capital contributions, investments and loans after the Restatement Effective Initial Borrowing Date to the extent not otherwise permitted under this Section 8.05 9.05 (including, without limitation, joint venture investments) so long as the aggregate amount of such advances, capital contributions, investments and loans, together with all other advances, capital contributions, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xv)(ii)(x) at that time outstanding, shall not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any Permitted Acquisitions previously or concurrently made pursuant to Section 8.05(xv)(ii)(A)) plus (B) the Permitted Dividend Unrecovered Amount as in effect at the time of such advances, investments and loans;loans does not exceed $4,000,000 in the aggregate (plus the proceeds of any equity issuance, to the extent such proceeds are not required to be applied to repay Term Loans pursuant to Section 4.02(e), not applied to make a Permitted Acquisition and not applied to make Capital Expenditures pursuant to Section 9.07(b)); and (xix) investments made the Borrower may make a one-time intercompany loan to Holdings on the Initial Borrowing Date to enable Holdings to redeem or repurchase all or a portion of its outstanding capital stock in connection with the Acquisition; provided that (i) Holdings shall have utilized the full amount of the proceeds of such intercompany loan on such date to make such redemption or repurchase and (ii) immediately after giving effect to such redemption or repurchase, the Original Closing Parent shall own all of the outstanding capital stock of Holdings (it being understood that this clause (xix) shall be an alternative to, but duplicative of, the Borrower's right to Dividend cash to Holdings on the Initial Borrowing Date in the Asian Latex Businesses in an aggregate amount not for such purposes pursuant to exceed $25,000,000Section 9.05(xii)); (xx) Investments any Holdings and its Subsidiaries may make intercompany loans to any Person to whom Holdings or such Subsidiary may pay a Dividend to the extent such Investment represents the non-cash portion of the consideration received provided in an Asset Sale as permitted Section 9.05; provided that any intercompany loan made pursuant to this Section 9.04(xx) shall be counted against and reduce any basket or sub-limit on a dollar-for-dollar basis provided in the second and third to last paragraphs applicable clause of Section 8.029.05; and (xxi) Investments made in connection with effecting the transactions set forth on Schedule 1.01(c)Foreign Holdco Transaction shall be permitted.

Advances, Investments, Loans, Purchase of Assets. The Company will not, and will not permit any of its Subsidiaries to, directly or indirectly, (w) lend money or credit or make advances to any Person, (x) purchase or otherwise acquire (in one or a series of related transactions) any part of the property or assets of any Person (including, without limitation, any Capital Stock or other securities of any other Person), but excluding purchases or other acquisitions of inventory, materials, equipment and other real and personal assets (other than assets constituting, or a Person (including the Capital Stock of a Person) engaged in, a business) used or to be used in the business of the Company and its Subsidiaries, (y) make any capital contribution to any other Person or (z) purchase or own a futures contract or otherwise become liable for the purchase or sale of currency or other commodities at a future date in the nature of a futures contract, except that the following shall be permitted (each, an “Investment”): (i) the Company and its Subsidiaries may acquire and hold accounts receivables owing to any of them, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms; (ii) the Company and its Subsidiaries may acquire and hold cash and Cash Equivalents; (iii) the Company and its Subsidiaries may (x) make loans and advances in the ordinary course of business to their respective employees so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $1,000,000 1,000,0005,000,000 and (y) make loans to members of management to fund their purchase of equity interests of the Company so long as no cash is paid by the Company or any of its Subsidiaries in connection therewith (or any cash so paid is promptly (and in any event within one Business Day) returned to the Company or such Subsidiary; (iv) the Company and its Subsidiaries may enter into Interest Rate Protection Agreements to the extent permitted by Section 8.04(v); (v) the Company and its Subsidiaries may enter into Other Hedging Agreements to the extent permitted by Section 8.04(vi); (vi) investments in existence on the Restatement Effective Date and listed on Schedule 8.05 shall be permitted, without giving effect to any additions thereto or replacements thereof (provided that intercompany investments listed on Schedule 8.05 may be repaid or redeemed and re-advanced or re-contributed as new intercompany investments up to the amount of such investments in effect as of the Restatement Effective Date); (vii) any Credit Party may make intercompany loans to any other Credit Party, (B) any Subsidiary of the Company may make intercompany loans to any Credit Party and (C) any Foreign Subsidiary may make intercompany loans to another Foreign Subsidiary (collectively, “Intercompany Loans”); provided, that in the case of (A) and (B) only (x) each Intercompany Loan shall be evidenced by an Intercompany Note, (y) each Intercompany Note issued to the Company or any Subsidiary Guarantor shall be pledged to the Collateral Agent pursuant to the Pledge Agreement and (z) each Intercompany Note issued to a Subsidiary of the Company that is not a Credit Party shall contain subordination provisions reasonably satisfactory to the Administrative Agent; (viii) the Company and its Subsidiaries may make intercompany loans to, or investments in, any of its Foreign Subsidiaries in the form of cash or Cash Equivalents; (ix) the Company and the Subsidiary Guarantors may make equity contributions to the capital of their respective Subsidiaries which are Credit Parties; (x) the Company and its Subsidiaries may create or acquire new Subsidiaries to the extent otherwise permitted hereunder; (xi) the Company and its Subsidiaries may transfer inventory or equipment not otherwise reasonably required for the operations of the Company or any of its Domestic Subsidiaries to any Foreign Subsidiary to the extent such Foreign Subsidiary pays for such inventory or equipment in cash equal to the fair market value thereof; (xii) the Company and its Subsidiaries shall be permitted to make Capital Expenditures; ; (xiii) the Company and its Subsidiaries may enter into transactions permitted under Section 8.02; (xiv) the Company and its Subsidiaries may enter into guarantees to the extent permitted by Section 8.04; (xv) subject to the provisions of this Section 8.05(xv) and the requirements contained in the definition of Permitted Acquisition, the Qualified Credit Parties and Wholly-Owned Foreign Subsidiaries of the Company may from time to time after the Restatement Effective Date effect Permitted Acquisitions, so long as (i) no Default or Event of Default is in existence at the time of the consummation of such Permitted Acquisition or would result after giving pro forma effect thereto and all representations and warranties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties were made on and as of the date of such Permitted Acquisition (both before and after giving effect thereto), unless stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date, (ii) the aggregate consideration for all Permitted Acquisitions effected after the Restatement Effective Date pursuant to this clause (xv) (excluding Qualified Stock of the Company (or options or warrants for Qualified Stock of the Company) issued as consideration for such Permitted Acquisition), together with all other Dividends and advances, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xviii), does not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any outstanding advances, loans or investments previously or concurrently made pursuant to Section 8.05(xviii)(A)) plus (B) the Permitted Dividend Amount as in effect at the time of such Permitted Acquisition; provided that (x) the limitation set forth in this clause (ii) shall not apply with respect to the acquisition of a domestic entity or assets of a domestic entity (and consideration for Permitted Acquisitions effected pursuant to this clause (x) of this proviso shall not be deducted from the foregoing limitation) if, after giving effect to such Permitted Acquisition, the Interest Coverage Ratio for the then most recently ended Test Period is greater than 2.00:1.00 determined on a pro forma basis and (y) in the case of any Permitted Acquisition which is of foreign entity or assets of a foreign entity, the amount which is available for such Permitted Acquisitions pursuant to this clause (ii) shall be increased by $150,000,000, (iii) in the case of acquisitions effected by any Credit Party, such Credit Party is able to, and does, xxxxx x Xxxx to the Collateral Agent for the benefit of the Secured Creditors on and security interest in assets acquired thereby in connection with such Permitted Acquisition and (iv) the Company shall have delivered to the Administrative Agent an officer’s certificate executed by an Authorized Officer of the Company, certifying to the best of his or her knowledge, compliance with the requirements of preceding clauses (i) through (iii); (xvi) investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (xvii) investments of any Person existing at the time such Person becomes a Subsidiary of the Company or at the time such Person merges or consolidates with the Company or any of its Subsidiaries, in either case, as the result of a Permitted Acquisition in compliance with the terms of this Agreement; provided that such investments were not made by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Subsidiary of the Company or such merger or consolidation; (xviii) in addition to the other exceptions set forth in this Section 8.05, the Company and its Subsidiaries may make additional advances, capital contributions, investments and loans after the Restatement Effective Date to the extent not otherwise permitted under this Section 8.05 so long as the aggregate amount of such advances, capital contributions, investments and loans, together with all other advances, capital contributions, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xv)(ii)(x) at that time outstanding, shall not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any Permitted Acquisitions previously or concurrently made pursuant to Section 8.05(xv)(ii)(A)) plus (B) the Permitted Dividend Amount as in effect at the time of such advances, investments and loans; (xix) investments made after the Original Closing Date in the Asian Latex Businesses in an aggregate amount not to exceed $25,000,000; (xx) Investments to the extent such Investment represents the non-cash portion of the consideration received in an Asset Sale as permitted pursuant to the second and third to last paragraphs of Section 8.02; and (xxi) Investments made in connection with effecting the transactions set forth on Schedule 1.01(c).

Advances, Investments, Loans, Purchase of Assets. The Company will not, and will not permit any of its Subsidiaries to, directly or indirectly, (w) lend money or credit or make advances to any Person, (x) purchase or otherwise acquire (in one or a series of related transactions) any part of the property or assets of any Person (including, without limitation, any Capital Stock or other securities of any other Person), but excluding purchases or other acquisitions of inventory, materials, equipment and other real and personal assets (other than assets constituting, or a Person (including the Capital Stock of a Person) engaged in, a business) used or to be used in the business of the Company and its Subsidiaries, (y) make any capital contribution to any other Person or (z) purchase or own a futures contract or otherwise become liable for the purchase or sale of currency or other commodities at a future date in the nature of a futures contract, except that the following shall be permitted (each, an “Investment”): (i) the Company and its Subsidiaries may acquire and hold accounts receivables owing to any of them, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms; (ii) the Company and its Subsidiaries may acquire and hold cash and Cash Equivalents; (iii) the Company and its Subsidiaries may (x) make loans and advances in the ordinary course of business to their respective employees so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $1,000,000 5,000,000 and (y) make loans to members of management to fund their purchase of equity interests of the Company so long as no cash is paid by the Company or any of its Subsidiaries in connection therewith (or any cash so paid is promptly (and in any event within one Business Day) returned to the Company or such Subsidiary; (iv) the Company and its Subsidiaries may enter into Interest Rate Protection ProtectionHedge Agreements to the extent permitted by Section 8.04(v); (v) the Company and its Subsidiaries may enter into Other Hedging Agreements to the extent permitted by Section 8.04(vi)8.04(vi);[Reserved]; (vi) investments investmentsInvestments in existence on the Restatement Effective EffectiveClosing Date and listed on Schedule 8.05 shall be permitted, without giving effect to any additions thereto or replacements thereof (provided that intercompany investments listed on Schedule 8.05 may be repaid or redeemed and re-advanced or re-contributed as new intercompany investments up to the amount of such investments in effect as of the Restatement Effective EffectiveClosing Date); (vii) (A) any Credit Party may make intercompany loans to any other Credit Party, (B) any Subsidiary of the Company may make intercompany loans to any Credit Party and (C) any Foreign Subsidiary may make intercompany loans to another Foreign Subsidiary (collectively, “Intercompany Loans”); provided, that in the case of (A) and (B) only (x) each Intercompany Loan shall be evidenced by an Intercompany Note, (y) each Intercompany Note issued to the Company or any Subsidiary Guarantor shall be pledged to the Collateral Agent pursuant to the Pledge Agreement and (z) subject to Section 7.16(k), each Intercompany Note issued xxxx a Credit Party to the Company or a Subsidiary of the Company that is not a Credit Party shall contain subordination provisions reasonably satisfactory to the Administrative Agent; (viii) the Company and its Subsidiaries may make intercompany loans to, or investments investmentsInvestments in, any of its Foreign Subsidiaries in the form of cash or Cash Equivalents; (ix) the Company and the Subsidiary Guarantors may make equity contributions to the capital of their respective Subsidiaries which are Credit Parties; (x) the Company and its Subsidiaries may create or acquire new Subsidiaries to the extent otherwise permitted hereunder; (xi) the Company and its Subsidiaries may transfer inventory or equipment not otherwise reasonably required for the operations of the Company or any of its Domestic Subsidiaries to any Foreign Subsidiary to the extent such Foreign Subsidiary pays for such inventory or equipment in cash equal to the fair market value thereof; (xii) the Company and its Subsidiaries shall be permitted to make Capital Expenditures; (xiii) the Company and its Subsidiaries may enter into transactions permitted under Section 8.02; (xiv) the Company and its Subsidiaries may enter into guarantees to the extent permitted by Section 8.04; (xv) subject to the provisions of this Section 8.05(xv) and the requirements contained in the definition of Permitted Acquisition, the Qualified Credit Parties and Wholly-Owned Foreign Subsidiaries of the Company may from time to time after the Restatement Effective EffectiveClosing Date effect effectmake Investments constituting Permitted Acquisitions, so long as as; provided that (i) no Default or Event of Default is in existence at the time of the consummation of such Permitted Acquisition or would result after giving pro forma effect thereto and all representations and warranties contained herein or in the other Credit Documents shall be true and correct in all material respects with the same effect as though such representations and warranties were made on and as of the date of such Permitted Acquisition (both before and after giving effect thereto), unless stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date; provided that, with respect to any Permitted Acquisition not conditioned on the availability of, or on obtaining, financing, this clause (i) may be tested at the time of signing the relevant acquisition agreement rather than the time of consummation of the Permitted Acquisition, (ii) the aggregate amount of consideration for all Permitted Acquisitions effected after the Restatement Effective EffectiveClosing Date pursuant to this clause (xv) made or provided by the Company or any Subsidiary to acquire equity interests in any Subsidiary that does not become a Subsidiary Guarantor or merge, consolidate or amalgamate into the Company or a Subsidiary Guarantor or any assets that shall not, immediately after giving pro forma effect to such Permitted Acquisition, be owned by the Company or a Subsidiary Guarantor shall not exceed an aggregate amount (excluding Qualified Stock of the Company (or options or warrants for Qualified Stock of the Company) issued as consideration for such Permitted Acquisition), together with withAcquisitions), measured at the time such Investment is made and after giving pro forma effect to such Investment, equal to the sum of (A) $250,000,000 plus (B) the Available Amount (which shall be reduced by the amount of all other Dividends and advances, investments and loans made pursuant to Sections 8.03(iii) and 8.05(xviii), does not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any outstanding advances, loans or investments previously or concurrently made pursuant to Section 8.05(xviii)(A)) plus (B) the Permitted Dividend Amount Amount) as in effect at the time of such Permitted Acquisition; provided that (x) the limitation set forth in this clause (ii) shall not apply with respect to the acquisition of a domestic entity or assets of a domestic entity (and consideration for Permitted Acquisitions effected pursuant to this clause (x) of this proviso proviso, and (iii) the Company shall not be deducted from the foregoing limitation) if, after giving effect to such Permitted Acquisition, the Interest Coverage Ratio for the then most recently ended Test Period is greater than 2.00:1.00 determined on a pro forma basis and (y) in the case of any Permitted Acquisition which is of foreign entity or assets of a foreign entity, the amount which is available for such Permitted Acquisitions pursuant to this clause (ii) shall be increased by $150,000,000, (iii) in the case of acquisitions effected by any Credit Party, such Credit Party is able to, and does, xxxxx x Xxxx to the Collateral Agent for the benefit of the Secured Creditors on and security interest in assets acquired thereby in connection with such Permitted Acquisition and (iv) the Company shall have delivered to the Administrative Agent an officer’s certificate executed by an Authorized Officer of the Company, certifying to the best of his or her knowledge, compliance with the requirements of preceding clauses (i) through (iii); be in pro forma compliance with Section 8.14; (xvi) investments investmentsInvestments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (xvii) investments investmentsInvestments of any Person existing at the time such Person becomes a Subsidiary of the Company or at the time such Person merges or consolidates with the Company or any of its Subsidiaries, in either case, as the result of a Permitted Acquisition in compliance with the terms of this Agreement; provided that such investments were not made by such Person in connection with, or in anticipation or contemplation of, such Person becoming a Subsidiary of the Company or such merger or consolidation; (xviii) in addition to the other exceptions set forth in this Section 8.05, the Company and its Subsidiaries may make additional advances, capital contributions, investments investmentsInvestments and loans after the Restatement Effective EffectiveClosing Date to the extent not otherwise permitted under this Section 8.05 so long as the aggregate amount of such advances, capital contributions, investments and loans, together with withInvestments and loans shall not exceed the sum of (A) $50,000,000 plus (B) the Available Amount (which shall be reduced by the amount of all other advances, capital contributions, investments investmentsInvestments and loans made pursuant to Sections 8.03(iii) and 8.05(xv)(ii)(x) at that time outstanding, shall not exceed the sum of (A) $50,000,000 (less, on a dollar for dollar basis, the amount of any Permitted Acquisitions previously or concurrently made pursuant to Section 8.05(xv)(ii)(A)) plus (B) the Permitted Dividend Amount as in effect at the time of such advances, investments and loans; (xix) investments investmentsInvestments made after the Original Closing Date in the Asian Latex Businesses in an aggregate amount not to exceed $25,000,000;; and (xx) Investments to the extent such Investment represents the non-cash portion of the consideration received in an Asset Sale as permitted pursuant to the second and third to last paragraphs of Section 8.02; and (xxiand(xxi) Investments made in connection with effecting the transactions set forth on Schedule 1.01(c1.01(c).(d)-(e).