Common use of Advances; Investments; Loans Clause in Contracts

Advances; Investments; Loans. The Borrower will not, nor will permit any of its Subsidiaries to, directly or indirectly, lend money or extend credit or make advances to any Person, or purchase or acquire any stock, obligations or securities of, or any other Equity Interest in, or make any capital contribution to, any Person, or 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, or hold any cash or Cash Equivalents (each of the foregoing an “Investment” and, collectively, “Investments”), except: (i) (w) the Borrower and its Subsidiaries may acquire and hold cash and Cash Equivalents; provided, however, that at any time a Loan is outstanding, the aggregate amount of Unrestricted Cash held by any the Borrower and its Domestic Subsidiaries shall not exceed $25,000,000 for any period of five consecutive Business Days; (ii) the Borrower and its Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms (including the dating of receivables) of the Borrower or such Subsidiary; (iii) the Borrower and its Subsidiaries may acquire and own investments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers, trade creditors, licensees, licensors and customers and in good faith settlement of delinquent obligations of, and other disputes with, suppliers, trade creditors, licensees, licensors and customers arising in the ordinary course of business; (iv) Interest Rate Protection Agreements entered into in compliance with Section 10.04(iii) shall be permitted;

Advances; Investments; Loans. The Borrower Holdings will not, nor and will not permit any of its Subsidiaries to, directly or indirectly, lend money or extend credit or make advances to any Person, or purchase or acquire any stock, obligations or securities of, or any other Equity Interest interest in, or guarantee any Indebtedness or other obligations of, or make any capital contribution to, any Person, or 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, or hold any cash or Cash Equivalents (each any of the foregoing foregoing, an “Investment” and, collectively, “Investments”), except: (i) (wa) the US Borrower and any of its Subsidiaries may acquire and hold invest in cash and Cash Equivalents; provided, however, that at any time a Loan is outstanding, the aggregate amount of Unrestricted Cash held by any the Borrower and its Domestic Subsidiaries shall not exceed $25,000,000 for any period of five consecutive Business Days; (iib) the US Borrower and any of its Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms (including the dating of receivables) of the US Borrower or such Subsidiary; (iiic) the US Borrower and any of its Subsidiaries may acquire and own investments (including debt obligationsobligations and equity securities) received in connection with the bankruptcy or reorganization of suppliers, trade creditors, licensees, licensors suppliers and customers and in good faith settlement of delinquent obligations of, and other disputes with, suppliers, trade creditors, licensees, licensors customers and customers suppliers arising in the ordinary course of business; (ivd) Interest Rate Protection Swap Agreements entered into in compliance with Section 10.04(iii7.04(c) shall be permitted; (e) advances, loans and investments in existence on the Effective Date and listed on Schedule IX shall be permitted, without giving effect to any additions thereto or replacements thereof, it being understood that any additional Investments made with respect to such existing Investments shall be permitted only if independently permitted under the other provisions of this Section 7.05; (f) the US Borrower and any of its Wholly-Owned Subsidiaries may make intercompany loans and advances between and among one another (collectively, “Intercompany Loans”); provided that (i) at no time shall the aggregate outstanding principal amount of all Intercompany Loans made pursuant to this clause (f) by Credit Parties to Wholly-Owned Subsidiaries that are not Credit Parties, when added to the aggregate amount of contributions, capitalizations and forgiveness theretofore made pursuant to Section 7.05(n) in respect of Wholly-Owned Foreign Subsidiaries that are not Credit Parties, exceed $25,000,000 (determined without regard to any write-downs or write-offs of such loans and advances), (ii) (A) the Canadian Intercompany Loan, the UK Intercompany Loan and the Canadian LP Intercompany Loans shall be evidenced by the Canadian Intercompany Note, the UK Intercompany Note and the Canadian LP Intercompany Notes, respectively (which shall be pledged to the Collateral Agent (1) in the case of the UK Intercompany Note, pursuant to the US Collateral and Guaranty Agreement and (2) in the case of the Canadian Intercompany Note and the Canadian LP Intercompany Notes, pursuant to the applicable Foreign Pledge Agreement or Foreign Security Agreement), and (B) the obligations of the Canadian Borrower under the Canadian Intercompany Loan shall be Foreign Obligations guaranteed under the Foreign Guaranty, the obligations of the UK Borrower under the UK Intercompany Loan shall be Foreign Obligations guaranteed under the Foreign Guaranty and the obligations of Sideco under the Canadian LP Intercompany Loans shall be Foreign Obligations guaranteed under the Foreign Guaranty, (iii) if any such Intercompany Loan (other than the Canadian Intercompany Loan, UK Intercompany Loan and Canadian LP Intercompany Loans) made by a Credit Party is evidenced by a promissory note or other instrument, such promissory note or other instrument shall be an Intercompany Note and such Intercompany Note shall be pledged to the Collateral Agent to the extent required pursuant to the US Collateral and Guaranty Agreement or the applicable Foreign Pledge Agreement and (iv) each Intercompany Loan made either (A) to the US Borrower or (B) by a Wholly-Owned Foreign Subsidiary to a US Credit Party or by a Non-Credit Party to a Credit Party shall include (or, if not evidenced by an Intercompany Note, the books and records of the respective parties shall note that such Intercompany Loan is subject to) the subordination provisions attached as an Annex to the form of Intercompany Note; (g) loans and advances by the US Borrower and any of its Subsidiaries to employees of Holdings and any of its Subsidiaries in the ordinary course of business and for bona fide business purposes (including travel and entertainment expenses) shall be permitted, 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 $5,000,000; (h) Holdings may acquire and hold obligations of one or more officers or other employees of Holdings or any of its Subsidiaries in connection with such officers’ or employees’ acquisition of shares of Holdings Common Stock, so long as no cash is actually advanced by Holdings or any of its Subsidiaries to such officers or employees in connection with the acquisition of any such obligations; (i) the US Borrower and any of its Wholly-Owned Subsidiaries may make Permitted Acquisitions in accordance with the relevant requirements of Section 6.13; (j) Holdings and its Subsidiaries may own the capital stock of their respective Subsidiaries created or acquired in accordance with the terms of this Agreement (so long as all amounts invested in such Subsidiaries are independently permitted under another provision of this Section 7.05); (k) the US Borrower and any of its Subsidiaries may receive and hold promissory notes and other non-cash consideration received in connection with any asset sale permitted by Section 7.02(d), (l) or (q); (l) the US Borrower and any of its Subsidiaries may convey, lease, license, sell or otherwise transfer or acquire assets and properties to the extent permitted by Section 7.02(e), (f), (g), (h) or (k); (m) the US Borrower and any of its Subsidiaries may make advances in the form of a prepayment of expenses, so long as such expenses were incurred in the ordinary course of business and are being paid in accordance with customary trade terms of the US Borrower or such Subsidiary; (n) the US Borrower and its Wholly-Owned Subsidiaries may make cash capital contributions to their respective Wholly-Owned Subsidiaries, and may capitalize or forgive any Indebtedness owed to them by a Wholly-Owned Foreign Subsidiary and outstanding under clause (f) of this Section 7.05; provided that the aggregate amount of such contributions, capitalizations and forgiveness on and after the Effective Date made to Wholly-Owned Foreign Subsidiaries that are not Credit Parties, when added to the aggregate outstanding principal amount of Intercompany Loans made to Wholly-Owned Foreign Subsidiaries that are not Credit Parties under such clause (f) (determined without regard to any write-downs or write-offs thereof) shall not exceed an amount equal to $25,000,000; (o) in addition to Investments permitted by clauses (a) through (n) and (p) of this Section 7.05, the US Borrower and any of its Subsidiaries may make additional loans, advances and other Investments to or in a Person in an aggregate amount for all loans, advances and other Investments made pursuant to this clause (o) (determined without regard to any write-downs or write-offs thereof), net of cash repayments of principal in the case of loans, sale proceeds in the case of Investments in the form of debt instruments and cash equity returns (whether as a distribution, dividend, redemption or sale) in the case of equity investments, not to exceed $60,000,000 at any time outstanding; and (p) the US Borrower and any of its Subsidiaries may guarantee any Indebtedness or other obligations of another Person to the extent expressly permitted under clauses (a), (e), (f), (g), (j), (n) or (o) of Section 7.04 or clause (d) of Section 7.04 to the extent such guaranty exists on the date of the applicable Permitted Acquisition.

Advances; Investments; Loans. The Borrower will not, nor not and will not permit any of its Subsidiaries to, directly or indirectly, lend money or extend credit or make advances to any Person, or purchase or acquire any stock, obligations or securities of, or any other Equity Interest in, or make any capital contribution to, any Person, or 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, or hold any cash or Cash Equivalents (each of the foregoing an “Investment” and, collectively, “Investments”), except: (i) (w) the Borrower and its Subsidiaries may acquire and hold cash and Cash Equivalents; provided, however, that at any time a Loan is outstanding, the aggregate amount of Unrestricted Cash held by any of the Borrower and its Domestic Subsidiaries shall not exceed $25,000,000 for any period of five consecutive Business Days; (ii) the Borrower and its Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms (including the dating of receivables) of the Borrower or such Subsidiary; (iii) the Borrower and its Subsidiaries may acquire and own investments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers, trade creditors, licensees, licensors and customers and in good faith settlement of delinquent obligations of, and other disputes with, suppliers, trade creditors, licensees, licensors and customers arising in the ordinary course of business; (iv) Interest Rate Protection Agreements, Other Hedging Agreements and Commodity Agreements entered into in compliance with Section 10.04(iii10.04(b)(iii) shall be permitted;

Advances; Investments; Loans. The Borrower will not, nor and will not permit any of its Subsidiaries to, directly or indirectly, lend money or extend credit or make advances to any Person, or purchase or acquire any stock, obligations or securities of, or any other Equity Interest in, or make any capital contribution to, any Person, or 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, or hold any cash or Cash Equivalents contract (each of the foregoing an “"Investment” " and, collectively, “"Investments”"), except: (i) (w) the Borrower and its Subsidiaries may acquire and hold cash and Cash Equivalents; provided, however, provided that at during any time a Loan is that Loans are outstanding, the aggregate amount of collected and Unrestricted cash and Cash Equivalents permitted to be held by any the Borrower and its Domestic Subsidiaries shall not exceed $25,000,000 50,000,000 for any period of five consecutive Business Days; (ii) the Borrower and its Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms (including the dating of receivables) of the Borrower or such Subsidiary; (iii) the Borrower and its Subsidiaries may acquire and own investments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers, trade creditors, licensees, licensors and customers and in good faith settlement of delinquent obligations of, and other disputes with, suppliers, trade creditors, licensees, licensors and customers arising in the ordinary course of business; (iv) Interest Rate Protection Agreements entered into in compliance with Section 10.04(iii9.04(iii) shall be permitted; (v) Investments in existence on the Effective Date and listed on Schedule VI (without giving effect to any additions thereto or replacements thereof); provided that any additional Investments made with respect to such Investments shall be permitted only if independently justified under the other provisions of this Section 9.05; (vi) (u) Qualified Credit Parties may make intercompany loans to each other, (v) Wholly-Owned Foreign Subsidiaries of the Borrower may make intercompany loans to each other, (w) the Credit Parties may make intercompany loans to any Foreign Subsidiary of the Borrower, (x) any Wholly-Owned Foreign Subsidiary of the Borrower may make intercompany loans to any Non-Wholly-Owned Foreign Subsidiary of the Borrower, (y) any Subsidiary of the Borrower that is not a Credit Party may make intercompany loans to any Credit Party, and (z) any Non-Wholly-Owned Foreign Subsidiary of the Borrower may make intercompany loans to any Wholly-Owned Foreign Subsidiary of the Borrower, provided that (I) unless the respective obligor under such intercompany loan reasonably determines that the execution, delivery and performance of an Intercompany Note is prohibited by, or that such Intercompany Note would not be enforceable against such obligor under, applicable local law, any such intercompany loan made pursuant to this clause (vi) by a Credit Party shall be evidenced by an Intercompany Note or by such other documentation as may be acceptable to the Administrative Agent, (II) at no time shall the aggregate outstanding principal amount of all such intercompany loans made pursuant to sub-clause (w) of this clause (vi) above, when added to the aggregate amount of cash equity contributions made pursuant to (and in reliance on) Section 9.05(viii)(y), exceed $10,000,000 (determined without regard to write-downs or write-offs thereof), (III) at no time shall the aggregate outstanding principal amount of all such intercompany loans made pursuant to sub-clause (x) of this clause (vi) above, when added to the aggregate amount of cash equity contributions made pursuant to (and in reliance on) Section 9.05(viii)(z), exceed $2,500,000 (determined without regard to write-downs or write-offs thereof), (IV) no intercompany loans may be made pursuant to sub-clause (w) or (x) of this clause (vi) at any time that a Default or an Event of Default is in existence (or would be in existence after giving effect thereto), (V) each intercompany loan made pursuant to this clause (vi) shall be subject to subordination as, and to the extent, required by Section 9.01(b) and the Intercompany Subordination Agreement, and (VI) any intercompany loans made pursuant to this clause (vi) shall cease to be permitted hereunder if the obligor or obligee thereunder ceases to constitute a Qualified Credit Party or a Subsidiary of the Borrower as contemplated above; (vii) (x) loans by the Borrower and its Subsidiaries to officers, employees and directors of the Borrower and its Subsidiaries for bona fide business purposes, in each case incurred in the ordinary course of business, in an aggregate outstanding principal amount not to exceed $2,000,000 at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall be permitted and (y) advances of reimbursable expenses by the Borrower and its Subsidiaries to officers, employees and directors of the Borrower and its Subsidiaries for bona fide purposes, in each case incurred in the ordinary course of business;

Advances; Investments; Loans. The Borrower will notNo Credit Party will, nor or will permit any of its Subsidiaries to, directly or indirectly, lend money or extend credit or make advances to any Person, or purchase or acquire any stock, obligations or securities of, or any other Equity Interest in, or make any capital contribution to, any Person, or 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, or hold any cash or Cash Equivalents (each of the foregoing an “"Investment” " and, collectively, “"Investments”"), except: (i) (w) the Borrower Credit Parties and its their Subsidiaries may acquire and hold cash and Cash Equivalents; provided, however, that at any time a Loan is Revolving Loans are outstanding, the aggregate amount of Unrestricted Cash held by any the Borrower Credit Parties and its Domestic their Subsidiaries shall not exceed $25,000,000 5,000,000 for any period of five consecutive Business DaysDays other than (x) Unrestricted Cash held by a Credit Party or a Subsidiary of a Credit Party for the benefit of a third party and (y) Unrestricted Cash held by Xxxxxxx Printing Control (Beijing) Company Limited in an amount not to exceed $300,000; (ii) the Borrower Credit Parties and its their Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms (including the dating of receivables) of the Borrower Credit Parties or such Subsidiary; (iii) the Borrower Credit Parties and its their Subsidiaries may acquire and own investments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers, trade creditors, licensees, licensors and customers and in good faith settlement of delinquent obligations of, and other disputes with, suppliers, trade creditors, licensees, licensors and customers arising in the ordinary course of business; (iv) Interest Rate Protection loans and advances to employees of any of the Credit Parties or its Subsidiaries for travel, entertainment and relocation expenses in the ordinary course of business in an aggregate amount for the Credit Parties and their Subsidiaries not to exceed $100,000 at any one time outstanding; (v) the Credit Parties and their Subsidiaries may own the capital stock of, or other Equity Interests in, their respective Subsidiaries created or acquired in accordance with the terms of this Agreement; and (vi) the Guarantor Subsidiaries may extend credit to the Borrower pursuant to the terms of the Purchase and Sale Agreements entered into in compliance with Section 10.04(iii) shall and the "Purchaser Notes" and "Debt Certificates" to be permitted;issued by the Borrower thereunder.

Advances; Investments; Loans. The Borrower will not, nor not and will not permit any of its Subsidiaries to, directly or indirectly, lend money or extend credit or make advances to any Person, or purchase or acquire any stock, obligations or securities of, or any other Equity Interest in, or make any capital contribution to, any Person, or 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, or hold any cash or Cash Equivalents (each of the foregoing an “Investment” and, collectively, “Investments”), except: (i) (w) the Borrower and its Subsidiaries may acquire and hold cash and Cash Equivalents; provided, however, that at any time a Loan is outstanding, the aggregate amount of Unrestricted Cash held by any of the Borrower and its Domestic Subsidiaries shall not exceed $25,000,000 for any period of five consecutive Business Days; (ii) the Borrower and its Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms (including the dating of receivables) of the Borrower or such Subsidiary; (iii) the Borrower and its Subsidiaries may acquire and own investments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers, trade creditors, licensees, licensors and customers and in good faith settlement of delinquent obligations of, and other disputes with, suppliers, trade creditors, licensees, licensors and customers arising in the ordinary course of business; (iv) Interest Rate Protection Agreements, Other Hedging Agreements and Commodity Agreements entered into in compliance with Section 10.04(iii10.04(b)(iii) shall be permitted; (v) (x) Investments constituting Intercompany Existing Indebtedness in existence on the Amendment No. 4 Effective Date and any Permitted Refinancing Indebtedness in respect thereof, (y) such other Investments in existence on the Amendment No. 4 Effective Date and listed on Schedule IX (without giving effect to any additions thereto or replacements thereof); provided that any additional Investments made with respect to the Investments described in preceding subclause (y) of this Section 10.05(v) shall be permitted only if independently justified under the other provisions of this Section 10.05 and (z) so long as no Event of Default has occurred and is continuing, transfers of cash and Cash Equivalents among the Borrower and its Subsidiaries in the ordinary course of business for working capital purposes; (vi) Investments (x) by any Credit Party in any Credit Party, (y) by any Subsidiary that is not a Credit Party in the Borrower or any Subsidiary and (z) so long as the Payment Conditions are satisfied both before and after giving effect to such Investments, by the Credit Parties in Subsidiaries that are not Credit Parties; (vii) (x) loans by the Borrower and its Subsidiaries to officers, employees and directors of the Borrower and its Subsidiaries for bona fide business purposes, in each case incurred in the ordinary course of business, in an aggregate outstanding principal amount not to exceed $5,000,000 at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall be permitted and (y) advances of reimbursable expenses by the Borrower and its respective Subsidiaries to officers, employees and directors of the Borrower and its Subsidiaries for bona fide purposes, in each case incurred in the ordinary course of business; (viii) so long as the Payment Conditions are satisfied both before and after giving effect thereto, the U.S. Xxxx Group may make Permitted Acquisitions; (ix) the Borrower and its Subsidiaries may own the capital stock of, or other Equity Interests in, their respective Subsidiaries created or acquired in accordance with the terms of this Agreement; (x) the Borrower and its Subsidiaries may acquire and hold non-cash consideration issued by the purchaser of assets in connection with a sale of such assets to the extent permitted by Sections 10.02(iii) and (xiii); (xi) The Borrower may acquire and hold obligations of one or more officers, directors or other employees of the Borrower or any of its Subsidiaries in connection with such officers’, directors’ or employees’ acquisition of shares of capital stock of the Borrower, so long as no cash is paid by the Borrower or any of its Subsidiaries to such officers, directors or employees in connection with the acquisition of any such obligations; (xii) loans or advances by any Subsidiary of the Borrower in connection with grower loan programs; provided that (I) at no time shall the aggregate outstanding principal amount of all such loans and advances made pursuant to this Section 10.05(xii) exceed $75,000,000 (determined without regard to write-downs or write-offs thereof) and (II) no loans or advances may be made pursuant to this Section 10.05(xii) at any time any Specified Default or any Event of Default is in existence (or would be in existence after giving effect thereto); (xiii) any Non-Wholly Owned Subsidiary of the Borrower may make loans to its shareholders generally so long as (x) the Borrower or its respective Subsidiary which owns the Equity Interest in the Subsidiary making such loans receives at least its proportionate share of such loans (based upon its relative holding of the Equity Interests in the Subsidiary making such loans), (y) unless the entering into of the Intercompany Subordination Agreement requires the consent of the minority shareholder of such Non-Wholly Owned Subsidiary (and such consent is not obtained), such Non-Wholly-Owned Subsidiary (as obligee of such loan) and the Borrower or such other Subsidiary (as obligor of such loan) shall be subject to the provisions of the Intercompany Subordination Agreement and (z) the aggregate outstanding principal amount of all loans pursuant to this clause (xii) which are not subject to the subordination provisions of the Intercompany Subordination Agreement shall not exceed $50,000,000 at any time; (xiv) Investments constituting guaranties permitted by Section 10.04; (xv) the Bermuda Partnership Partners may make additional Investments in the Bermuda Partnership not otherwise permitted by this Section, so long as (x) the Bermuda Partnership promptly (and in any event within one Business Day of receipt thereof) uses 100% of the cash proceeds of such Investment to make a prepayment on the intercompany loan owing by it to the Bermuda Company and incurred pursuant to the Intercompany Distribution Transactions, and (y) any Investment in the form of an intercompany loan or advance pursuant to this clause (xiv) shall be subject to subordination as, and to the extent required by, the Intercompany Subordination Agreement; (xvi) so long as the Payment Conditions are satisfied both before and after giving effect to such Investments, the Borrower and its Subsidiaries may make additional Investments not otherwise permitted under this Section 10.05; and (xvii) so long as no Default or Event of Default then exists or would result therefrom, the Borrower and its respective Subsidiaries may make Investments not otherwise permitted by Sections (i) through (xv); provided that (x) the aggregate amount of Investments made pursuant to this Section 10.05(xvii) after the Amendment No. 4 Effective Date shall not exceed $25,000,000 (determined without regard to any write-downs or write-offs thereof).

Advances; Investments; Loans. The Borrower Holdings will not, nor and will not permit any of its Subsidiaries to, directly or indirectly, lend money or extend credit or make advances to any Person, or purchase or acquire any stock, obligations or securities of, or any other Equity Interest interest in, or make any capital contribution to, any Person, or 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, or hold any cash or Cash Equivalents (each of the foregoing an “"Investment” " and, collectively, “"Investments”"), except: (i) (w) the Borrower and its Subsidiaries may acquire and hold or invest in cash and Cash Equivalents; provided, however, that at any time a Loan is outstanding, the aggregate amount of Unrestricted Cash held by any the Borrower and its Domestic Subsidiaries shall not exceed $25,000,000 for any period of five consecutive Business Days; (ii) the Borrower and its Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms (including the dating of receivables) of the Borrower or such Subsidiary; (iii) the Borrower and its Subsidiaries may acquire and own investments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers, trade creditors, licensees, licensors suppliers and customers and in good faith settlement of delinquent obligations of, and other disputes with, suppliers, trade creditors, licensees, licensors customers and customers suppliers arising in the ordinary course of business; (iv) Interest Rate Protection Agreements entered into in compliance with Section 10.04(iii9.04(iii) shall be permitted; (v) Investments in existence on the Restatement Effective Date and listed on Annex IX shall be permitted, without giving effect to any additions thereto or replacements thereof;

Advances; Investments; Loans. The No Borrower will notwill, nor will any ---------------------------- Borrower permit any of its Subsidiaries to, directly or indirectly, lend money or extend credit or make advances to any Person, or purchase or acquire any stock, obligations or securities of, or any other Equity Interest interest in, or make any capital contribution to, any Person, or 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, or hold any cash or Cash Equivalents (each any of the foregoing foregoing, an “"Investment” and, collectively, “Investments”"), except: (i) (wa) the U.S. Borrower and its Subsidiaries may acquire and hold invest in cash and Cash Equivalents; provided, however, provided that at during any time a Loan is that Revolving Loans and/or -------- Swingline Loans are outstanding, the aggregate amount of Unrestricted cash and Cash Equivalents held by any the U.S. Borrower and its Domestic Subsidiaries shall not exceed $25,000,000 10,000,000 for any period of five three consecutive Business Days; (iib) the U.S. Borrower and its Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms (including the dating of receivables) of the U.S. Borrower or such Subsidiary; (iiic) the U.S. Borrower and its Subsidiaries may acquire and own investments (including debt obligationsobligations and equity securities) received in connection with the bankruptcy or reorganization of suppliers, trade creditors, licensees, licensors suppliers and customers and in good faith settlement of delinquent obligations of, and other disputes with, suppliers, trade creditors, licensees, licensors customers and customers suppliers arising in the ordinary course of business; (ivd) Interest Rate Protection Agreements and Other Hedging Agreements entered into in compliance with Section 10.04(iii9.04(c) shall be permitted; (e) advances, loans and investments in existence on the Original Effective Date and listed on Schedule VI shall be permitted, without giving effect to any additions thereto or replacements thereof, it being understood that any additional Investments made with respect to such existing Investments shall be permitted only if independently justified under the other provisions of this Section 9.04; (f) any Credit Party may make intercompany loans and advances to any other Credit Party and any U.S. Credit Party may make intercompany loans and advances to any Foreign Subsidiary that is not a Credit Party (collectively, "Intercompany Loans"), provided, that (w) at no time shall -------- the aggregate outstanding principal amount of all Intercompany Loans made pursuant to this clause (f) by the U.S. Credit Parties to Foreign Subsidiaries, when added to the amount of contributions, capitalizations and forgiveness theretofore made pursuant to Section 9.05(p) (and Section 9.05(p) of the Original Credit Agreement), exceed $10,000,000 (determined without regard to any write-downs or write-offs of such loans and advances), (x) each Intercompany Loan shall be evidenced by an Inter-company Note, (y) each Intercompany Loan made by a Canadian Credit Party to a U.S. Credit Party shall contain the subordination provisions attached as Annex A to the Intercompany Note and (z) each such Intercompany Note shall be pledged to the Collateral Agent pursuant to the relevant Pledge Agreement; (g) loans and advances by the U.S. Borrower and its Subsidiaries to employees of the U.S. Borrower and its Subsidiaries in connection with relocations, purchases by such employees of U.S. Borrower Common Stock or options or similar rights to purchase U.S. Borrower Common Stock and other ordinary course of business purposes (including travel and entertainment expenses) shall be permit xxx, 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 $5,000,000;